Terms of Service
Welcome to QUBITOWL, INC., a corporation duly organized and validly existing under the laws of the State of Utah, with its principal place of business located at 2825 E Cottonwood Pkwy, Salt Lake City, Utah 84121-7055, United States (US). These Terms of Service (collectively, the Terms or this Agreement) constitute a legally binding contract between you (hereinafter referred to as you, your, or the User) and QUBITOWL, INC., including its operating brand Qubi Owl, its successors, assigns, affiliates, subsidiaries, officers, directors, employees, agents, and authorized representatives (collectively, Qubi Owl, we, us, or our). These Terms govern your access to and use of all websites, web applications, mobile applications, APIs, software development kits, digital platforms, connected services, interactive features, content, products, and any other services owned, operated, provided, or made available by Qubi Owl (individually and collectively, the Services), including without limitation the website located at www.qubiowl.autos and all subdomains, related domains, and successor domains thereof.
By accessing, browsing, registering for, downloading, installing, or otherwise using any portion of the Services in any manner — including by automated means such as scripts, crawlers, or bots — you expressly acknowledge that you have read, understood, and unconditionally agree to be bound by these Terms in their entirety, without modification, reservation, or limitation of any kind. If you do not agree to every provision of these Terms, or if you lack the legal capacity to enter into a binding contract, you must immediately cease and desist from all use of the Services and refrain from accessing them through any channel whatsoever. Your continued use of the Services following the posting of any amendments to these Terms constitutes your irrevocable acceptance of such amendments. These Terms expressly incorporate by reference our Privacy Policy, which describes our data collection, use, and disclosure practices, and any other policies, guidelines, or operating rules posted on the Services from time to time.
The Services are intended exclusively for users who are at least eighteen (18) years of age and who possess the legal authority to enter into binding contractual obligations. By using the Services, you represent and warrant that you meet these eligibility requirements. If you are accessing or using the Services on behalf of a corporation, limited liability company, partnership, trust, governmental entity, or any other legal entity (an Organization), you further represent and warrant that you are duly authorized to bind such Organization to these Terms, in which case the terms you, your, and User shall refer collectively to both you as an individual and to such Organization. You agree to provide true, accurate, current, and complete information about yourself and your Organization as prompted by any registration, account-creation, or onboarding process, and to maintain and promptly update such information to keep it true, accurate, current, and complete at all times.
1. Definitions and Interpretation
Capitalized terms used but not defined in the body of these Terms shall have the meanings ascribed to them in this Section 1. The headings and subheadings in these Terms are for convenience only and shall not affect the construction or interpretation of any provision. Unless the context otherwise requires, words importing the singular shall include the plural and vice versa, words importing any gender shall include all genders, and references to persons shall include natural persons, corporations, limited liability companies, partnerships, trusts, unincorporated associations, governmental authorities, and any other legal or commercial entity.
1.1 Core Definitions
Content means any and all data, text, files, information, images, graphics, photographs, audio recordings, video recordings, software, scripts, code, designs, documentation, and other materials — in any format or medium — that are uploaded, posted, submitted, transmitted, displayed, or otherwise made available through the Services, whether by us or by Users. User Content means Content that is originated, uploaded, or submitted by a User, including without limitation profile information, comments, reviews, messages, vehicle listings, configuration data, uploaded documents, and any other material a User contributes to the Services. Intellectual Property Rights means all worldwide rights in, to, and arising from: (a) patents, patent applications, and invention disclosures; (b) trademarks, service marks, trade dress, trade names, logos, and all associated goodwill; (c) copyrights and copyrightable works; (d) trade secrets and confidential know-how; (e) mask work rights, database rights, and sui generis rights; and (f) all registrations, applications, renewals, extensions, and reissues of any of the foregoing.
1.2 Rules of Construction
The words include, includes, including, and such as shall be deemed to be followed by the phrase without limitation. The word or shall not be construed as exclusive. Any reference to a statute, regulation, or rule shall be deemed to include any successor legislation, regulation, or rule and any amendments thereto. No provision of these Terms shall be construed against or interpreted to the disadvantage of any party by reason of that party having or being deemed to have drafted, structured, or introduced such provision.
2. Account Registration and Security
Certain features and functionalities of the Services may require you to create a user account. When you create an account, you agree to provide accurate, current, and complete registration information and to update such information promptly whenever it changes. You are solely responsible for safeguarding the confidentiality of your account credentials — including your username, password, and any multi-factor authentication tokens or recovery codes — and for restricting access to your devices and systems on which your credentials are stored.
2.1 Account Responsibility
You acknowledge and agree that you are fully and exclusively responsible for all activities, transactions, and conduct that occur under your account, regardless of whether such activities were authorized by you. You shall immediately notify us in writing at office@qubiowl.autos if you become aware of any unauthorized access to or use of your account, any breach of security concerning your credentials, or any other compromise of your account. Qubi Owl shall not be liable for any loss, damage, cost, or expense arising from your failure to comply with your obligations under this Section 2.1.
2.2 Account Eligibility and Verification
We reserve the right, in our sole and absolute discretion, to refuse registration, to suspend or terminate any account, to reject or remove any username, and to restrict, condition, or limit access to the Services for any reason or for no reason, including without limitation for violation of these Terms, for abusive or fraudulent behavior, for inactivity, for provision of false or misleading information, or to protect the security, integrity, or reputation of the Services. We may also require you to verify your identity, your email address, your telephone number, your payment method, or any other information you provide to us at any time and for any reason, including by means of a government-issued identification document, a video-verification session, or other verification procedures selected in our discretion.
2.3 Commercial and Organizational Accounts
If you create an account on behalf of an Organization, you represent and warrant that you have the authority to do so and to bind such Organization to these Terms. You shall identify an individual as the primary administrative contact for the account and shall ensure that all individuals accessing the Services under the Organization’s account comply with these Terms. You further agree that we may communicate with the Organization’s designated contacts regarding account administration, billing, technical support, and other matters related to the Services.
3. Description of Services
QUBITOWL, INC., operating through its Qubi Owl brand, is engaged in the business of computer systems design and related services, with a primary focus on computer integrated systems design. The Services comprise a multifaceted digital platform and ecosystem designed to facilitate and deliver the following categories of functionality, support, and information exchange, each of which is further detailed in the subsections below.
3.1 Computer Systems Design and Integration Platform
The Services include tools, interfaces, and resources for enterprise and individual clients to evaluate, configure, request, and procure computer systems design and integration services, including without limitation network architecture design, cloud infrastructure planning, cybersecurity framework development, data pipeline engineering, systems interoperability assessments, and related consulting and professional services. The availability, scope, pricing, and delivery terms of such services are subject to separate statements of work, service agreements, or engagement letters executed between you and Qubi Owl, and nothing in these Terms creates an obligation on Qubi Owl to perform any professional services absent a separately executed written agreement.
3.2 Digital Content and Informational Resources
Qubi Owl may publish, distribute, and make available through the Services various forms of informational content — including articles, white papers, case studies, technical documentation, reference architectures, best-practice guides, and industry analyses. Such content is provided for general informational purposes only and does not constitute professional advice, a recommendation, or an offer to sell any product or service. You acknowledge that any reliance you place on such content is strictly at your own risk.
3.3 Communication and Support Channels
The Services may include interactive features such as contact forms, live chat, email support, telephonic support at +1 (276) 305-9102, and other communication channels. While we endeavor to respond to inquiries in a timely and professional manner, we make no representations or warranties regarding response times, the availability of support personnel, or the resolution of any particular issue or inquiry.
3.4 Third-Party Integrations and Services
Certain features of the Services may interoperate with, integrate with, or depend upon third-party products, services, APIs, data feeds, cloud platforms, payment gateways, and other external resources. Qubi Owl makes no representations or warranties regarding such third-party resources, and your use of them is governed exclusively by the applicable third-party terms and policies — not by these Terms. Qubi Owl expressly disclaims all liability arising from any act, omission, failure, or defect of any third-party resource.
4. User Content and Conduct
You retain all ownership rights in and to any User Content that you submit, post, upload, or otherwise make available through the Services. However, by submitting User Content, you grant to Qubi Owl a worldwide, non-exclusive, royalty-free, fully paid-up, perpetual, irrevocable, transferable, sublicensable license to host, store, cache, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, publicly display, and otherwise use and exploit such User Content in any media formats and through any media channels, in each case solely for the purpose of operating, providing, improving, promoting, and securing the Services and our business. You represent and warrant that you own or otherwise control all rights necessary to grant this license and that your User Content does not and will not infringe, misappropriate, or violate any third party’s Intellectual Property Rights or rights of privacy or publicity.
4.1 Prohibited Content
You shall not upload, post, email, transmit, or otherwise make available any Content that: (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable; (b) infringes any patent, trademark, trade secret, copyright, or other proprietary right of any party; (c) contains software viruses, worms, Trojan horses, time bombs, logic bombs, ransomware, or any other malicious or technologically harmful code, files, or programs; (d) constitutes unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of commercial solicitation; (e) impersonates any person or entity, including any employee or representative of Qubi Owl, or falsely states or otherwise misrepresents your affiliation with a person or entity; or (f) violates any applicable local, state, national, or international law, rule, or regulation.
4.2 Prohibited Conduct
In addition to the content restrictions above, you shall not: (a) use the Services in any manner that could damage, disable, overburden, compromise, or impair the functionality, availability, or security of the Services or of any server, network, or system connected to the Services; (b) attempt to gain unauthorized access to any portion of the Services, the accounts of other users, or any computer systems or networks connected to the Services, whether through hacking, password mining, phishing, social engineering, or any other means; (c) use any robot, spider, scraper, script, or other automated means to access, extract, mine, or index any portion of the Services for any purpose without our express prior written permission; (d) interfere with or disrupt the proper working of the Services or any activities conducted on the Services; (e) bypass, circumvent, disable, or otherwise interfere with any security-related features of the Services or features that enforce limitations on use; (f) deep-link to, frame, mirror, or inline any portion of the Services without our prior written consent; (g) remove, obscure, or alter any proprietary rights notices affixed to or contained within the Services; or (h) use the Services to develop, train, or improve any competing product or service, or to build any dataset, database, or repository for any purpose other than your personal, authorized use of the Services.
4.3 Monitoring and Enforcement
Qubi Owl has the right, but not the obligation, to monitor, review, screen, edit, or remove any User Content or activity on the Services at any time and for any reason in its sole discretion, including without limitation to enforce compliance with these Terms or to satisfy any applicable law, regulation, legal process, or governmental request. We reserve the right to cooperate fully with law enforcement authorities, regulators, and court orders requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services. You waive and hold harmless Qubi Owl and its affiliates, licensees, and service providers from any claims resulting from any action taken by any of the foregoing during, or as a consequence of, investigations by either Qubi Owl or law enforcement authorities.
5. Intellectual Property Rights
Unless otherwise expressly indicated in writing, the Services and all Content contained therein — excluding User Content but including all software, algorithms, databases, text, graphics, logos, button icons, images, audio clips, video clips, digital downloads, data compilations, page layout, design, look-and-feel, and overall user interface of the Services — are the exclusive property of QUBITOWL, INC., its licensors, or its content suppliers and are protected by United States and international copyright, trademark, patent, trade secret, and other Intellectual Property Rights laws. The compilation of all Content on the Services is the exclusive property of Qubi Owl and is protected by U.S. and international copyright laws.
5.1 Trademarks
The names QUBITOWL, Qubi Owl, the Qubi Owl logo, and all related names, logos, product and service names, designs, taglines, and slogans displayed on or through the Services are trademarks, service marks, or registered trademarks of QUBITOWL, INC. or its affiliates or licensors. You must not use such marks without the prior express written permission of Qubi Owl. All other names, logos, product and service names, designs, taglines, and slogans appearing on the Services are the trademarks of their respective owners.
5.2 Limited License to Access the Services
Subject to your strict compliance with these Terms, Qubi Owl grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access, view, and make personal, non-commercial use of the Services and the Content made available thereon, solely through a standard web browser or through any officially published and authorized mobile application made available by Qubi Owl. This license does not include any right to: (a) download (other than page caching), copy, modify, or distribute the Services or any Content; (b) sell, resell, or otherwise commercially exploit the Services or any Content; (c) collect or use any product listings, descriptions, or prices; (d) make any derivative use of the Services or their Content; (e) use any data mining, robots, spiders, or similar data gathering and extraction tools; or (f) use the Services or Content for any purpose other than their intended purpose. Any use of the Services or Content not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws. This license shall automatically terminate upon any termination or suspension of your account or your right to use the Services.
5.3 Feedback and Suggestions
If you choose to provide Qubi Owl with any ideas, suggestions, proposals, recommendations, enhancement requests, or other feedback regarding the Services or any of our products, services, or business operations (collectively, Feedback), you hereby assign to Qubi Owl all right, title, and interest in and to such Feedback, including all Intellectual Property Rights therein. You acknowledge that Qubi Owl may use, implement, commercialize, and exploit such Feedback for any purpose whatsoever — commercial or otherwise — without any obligation of compensation, attribution, confidentiality, or accounting to you or to any third party. You represent and warrant that your Feedback does not and will not infringe upon any third party’s rights.
6. Payment Terms and Billing
Certain features, products, or services offered through the Services may be subject to fees, charges, or subscription payments (collectively, Fees). If you elect to purchase any paid feature, product, or service, you agree to pay all applicable Fees as described at the point of purchase or as set forth in a separately executed written agreement between you and Qubi Owl. All Fees are quoted and payable in United States Dollars unless expressly stated otherwise.
6.1 Payment Authorization and Processing
By providing a payment method (including credit card, debit card, ACH debit authorization, or any other accepted payment instrument), you represent and warrant that you are authorized to use the designated payment method and that you authorize Qubi Owl or its designated third-party payment processor to charge the full amount of all Fees — including any applicable taxes, duties, surcharges, and processing fees — to that payment method. You agree to maintain current, valid payment information on file at all times during the term of any paid subscription or service engagement.
6.2 Taxes
All Fees are exclusive of all federal, state, local, and foreign taxes, levies, assessments, duties, and similar governmental charges of any nature whatsoever (collectively, Taxes). You are responsible for payment of all Taxes associated with your purchase of products or services through the Services, except for taxes based on Qubi Owl’s net income. If Qubi Owl is legally required to collect or remit any Taxes on your behalf, we will add the applicable amount to your invoice or charge it to your payment method, and you agree to pay such amount unless you provide us with a valid tax exemption certificate authorized by the appropriate taxing authority.
6.3 Disputes and Late Payments
You must notify us in writing of any billing dispute or discrepancy within thirty (30) calendar days of the date of the applicable invoice or charge; thereafter, all charges shall be deemed final and conclusive, and you waive any right to dispute such charges. Any amount not paid when due shall bear interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by applicable law, accruing from the original due date until paid in full. In the event that Qubi Owl incurs any costs — including reasonable attorneys’ fees, court costs, and collection agency fees — in connection with the collection of overdue amounts, you agree to reimburse Qubi Owl for all such costs.
7. Third-Party Materials and External Links
The Services may contain links to third-party websites, services, applications, advertisements, and resources that are not owned, operated, or controlled by Qubi Owl (collectively, External Resources). These External Resources are provided solely as a convenience to you and do not constitute an endorsement, sponsorship, recommendation, or approval by Qubi Owl of any External Resource, its content, its operator, or its products or services. Qubi Owl has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, terms of service, or practices of any External Resource.
7.1 Assumption of Risk
You acknowledge and agree that your access to and use of any External Resource is entirely at your own risk. You should review the applicable terms and policies — including privacy policies and data-collection practices — of any External Resource before engaging with it. Qubi Owl shall not be responsible or liable, directly or indirectly, for any damage, loss, harm, or liability of any kind caused or alleged to be caused by or in connection with your use of or reliance on any External Resource, any goods or services purchased or obtained through any External Resource, or any transaction entered into with any provider of an External Resource.
7.2 Third-Party Content Within the Services
Certain Content made available through the Services may be supplied by third parties, including data providers, analytics services, mapping services, vehicle manufacturers, financing institutions, and insurance carriers. Qubi Owl does not independently verify, warrant, or guarantee the accuracy, completeness, timeliness, or reliability of any third-party Content, and you rely upon such Content solely at your own risk. Qubi Owl reserves the right, but disclaims any obligation, to remove, correct, or supplement third-party Content at any time.
8. Disclaimers of Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES AND ALL CONTENT, MATERIALS, INFORMATION, PRODUCTS, AND SERVICES PROVIDED ON, THROUGH, OR IN CONNECTION WITH THE SERVICES ARE PROVIDED ON AN AS IS AND AS AVAILABLE BASIS, WITH ALL FAULTS AND WITHOUT ANY REPRESENTATIONS, WARRANTIES, GUARANTEES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. QUBI OWL, ON BEHALF OF ITSELF AND ITS AFFILIATES, LICENSORS, SUPPLIERS, SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES, HEREBY EXPRESSLY DISCLAIMS AND EXCLUDES ALL WARRANTIES — WHETHER EXPRESS, IMPLIED, STATUTORY, OR ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE — INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, COMPLETENESS, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.
8.1 Specific Disclaimers
Without limiting the generality of the foregoing, Qubi Owl makes no representation, warranty, or guarantee that: (a) the Services will meet your requirements, expectations, or objectives; (b) the Services will be available, accessible, uninterrupted, timely, secure, or error-free at all times or at any particular time; (c) the results, data, or information that you obtain from your use of the Services will be accurate, reliable, complete, current, or suitable for your purposes; (d) any defects, errors, bugs, or vulnerabilities in the Services will be identified, corrected, or mitigated; (e) the Services and any Content, files, or data downloaded or otherwise obtained through the Services will be free of viruses, malware, spyware, or other harmful components; or (f) any particular level of service quality, uptime, availability, response time, or performance will be met. No advice or information — whether oral or written — obtained by you from Qubi Owl or through the Services shall create any warranty not expressly stated in these Terms.
8.2 Professional Services Disclaimer
The Services may provide access to information related to computer systems design, systems integration, infrastructure architecture, cybersecurity, and related technical disciplines. Such information is provided for general informational purposes only and does not constitute professional engineering, architectural, legal, financial, or other professional advice. You should not act or refrain from acting on the basis of any content included in the Services without seeking the appropriate professional advice tailored to your specific circumstances. Qubi Owl expressly disclaims all liability and responsibility arising from any reliance placed on such materials by you or by anyone who may be informed of any of their contents.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL QUBITOWL, INC., ITS AFFILIATES, SUBSIDIARIES, LICENSORS, SERVICE PROVIDERS, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, CONTRACTORS, AGENTS, SUCCESSORS, OR ASSIGNS (COLLECTIVELY, THE QUBI OWL PARTIES) BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, ENHANCED, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER — INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF DATA, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES — WHETHER ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE SERVICES, ANY CONTENT, YOUR USE OF OR INABILITY TO USE THE SERVICES, ANY TRANSACTION CONDUCTED THROUGH THE SERVICES, OR ANY OTHER MATTER WHATSOEVER, REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED (INCLUDING CONTRACT, TORT — INCLUDING NEGLIGENCE — STRICT LIABILITY, STATUTORY LIABILITY, OR ANY OTHER THEORY OF LIABILITY), EVEN IF THE QUBI OWL PARTIES HAVE BEEN ADVISED OF, KNEW OF, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
9.1 Direct Damages Cap
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF THE QUBI OWL PARTIES FOR ALL CLAIMS, DAMAGES, LOSSES, AND CAUSES OF ACTION OF ANY NATURE — WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTORY LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY — ARISING OUT OF OR RELATING TO THESE TERMS, YOUR USE OF OR INABILITY TO USE THE SERVICES, OR ANY OTHER MATTER RELATING TO THE SERVICES, SHALL BE LIMITED TO THE GREATER OF: (a) THE TOTAL AMOUNT OF FEES, IF ANY, THAT YOU HAVE ACTUALLY PAID TO QUBI OWL FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT FROM WHICH THE CLAIM AROSE; OR (b) ONE HUNDRED UNITED STATES DOLLARS ($100.00). THE EXISTENCE OF MULTIPLE CLAIMS OR MULTIPLE PARTIES SHALL NOT ENLARGE OR EXTEND THIS LIMITATION.
9.2 Essential Basis of the Bargain
YOU ACKNOWLEDGE AND AGREE THAT THE DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITY SET FORTH IN SECTIONS 8 AND 9 ARE FUNDAMENTAL AND ESSENTIAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND QUBI OWL, THAT QUBI OWL WOULD NOT BE ABLE TO PROVIDE THE SERVICES ON AN ECONOMICALLY VIABLE BASIS WITHOUT SUCH DISCLAIMERS AND LIMITATIONS, AND THAT SUCH DISCLAIMERS AND LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF ANY REMEDY PROVIDED HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
9.3 Exclusions
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL, CONSEQUENTIAL, OR CERTAIN OTHER TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS AND EXCLUSIONS SET FORTH IN SECTIONS 8 AND 9 MAY NOT APPLY TO YOU. IN SUCH CASES, THE LIABILITY OF THE QUBI OWL PARTIES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW IN THE RELEVANT JURISDICTION. NOTHING IN THESE TERMS SHALL LIMIT OR EXCLUDE LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT, OR FOR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.
10. Indemnification
You agree to defend, indemnify, and hold harmless the Qubi Owl Parties from and against any and all claims, demands, actions, suits, proceedings, investigations, liabilities, losses, damages, judgments, settlements, awards, fines, penalties, costs, and expenses (including without limitation reasonable attorneys’ fees, expert witness fees, and court costs) of any kind or nature whatsoever — whether based in contract, tort (including negligence), strict liability, statute, regulation, ordinance, or any other legal or equitable theory — arising out of, resulting from, or in any way connected with: (a) your access to or use of the Services; (b) your violation of these Terms or of any applicable law, rule, or regulation; (c) your User Content, including any claim that your User Content infringes, misappropriates, or otherwise violates any Intellectual Property Right or other right of any third party; (d) your violation of any rights of any third party; (e) any dispute, conflict, or disagreement between you and any other User of the Services; (f) any fraudulent, deceptive, or misleading act or omission committed by you; or (g) any negligent, reckless, or intentionally wrongful act or omission committed by you.
10.1 Indemnification Procedure
Qubi Owl shall provide you with prompt written notice of any claim, demand, action, or proceeding for which indemnification is sought under this Section 10. You shall not, without Qubi Owl’s prior written consent — which shall not be unreasonably withheld, conditioned, or delayed — settle, compromise, or consent to the entry of any judgment with respect to any such claim unless such settlement, compromise, or consent: (a) includes an unconditional release of the indemnified Qubi Owl Parties from all liability arising out of such claim; (b) does not contain any admission of fault, culpability, or wrongdoing by any Qubi Owl Party; and (c) does not impose any ongoing obligations or restrictions on any Qubi Owl Party. Qubi Owl reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate fully with Qubi Owl in asserting any available defenses and shall reimburse Qubi Owl for all costs and expenses incurred in connection with such defense. You shall not in any event be entitled to settle any claim without Qubi Owl’s prior written consent.
11. Dispute Resolution and Arbitration
This Section 11 sets forth the exclusive mechanism for resolving any and all disputes, controversies, or claims arising out of, relating to, or in any way connected with these Terms, the Services, your use of the Services, your relationship with Qubi Owl, or any transaction or communication between you and Qubi Owl (each, a Dispute). Please read this section carefully — it affects your legal rights, including your right to bring a lawsuit in court and to have a jury trial.
11.1 Informal Resolution
As a condition precedent to filing any formal legal action, you agree to first attempt to resolve any Dispute informally and in good faith. You shall initiate the informal resolution process by sending a written notice describing the nature and basis of your Dispute — including the specific facts, the relief sought, and a calculation of any damages claimed — by email to office@qubiowl.autos with the subject line Dispute Notice — Terms of Service. Qubi Owl shall have sixty (60) calendar days from receipt of your Dispute Notice to investigate and respond. During this period, both parties shall engage in good-faith efforts to resolve the Dispute amicably through negotiation. If the Dispute is not resolved within such sixty-day period, either party may proceed to binding arbitration as provided in Section 11.2.
11.2 Binding Arbitration
Any Dispute that cannot be resolved through the informal resolution process set forth in Section 11.1 shall be resolved exclusively through final and binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules and, where applicable, its Consumer Arbitration Rules, as modified by this Section. The arbitration shall be conducted before a single neutral arbitrator mutually selected by the parties or, if the parties cannot agree, appointed by the AAA in accordance with its rules. The arbitration shall take place in Salt Lake County, Utah, unless the parties mutually agree in writing to an alternative location or to a virtual hearing conducted by videoconference. The arbitration shall be conducted in the English language. The arbitrator shall have exclusive authority to resolve any Dispute, including without limitation any challenge to the arbitrability of any particular claim or to the validity, enforceability, or scope of this arbitration agreement. The arbitrator shall issue a reasoned written decision explaining the factual findings and legal conclusions upon which the award is based. Judgment on the arbitration award may be entered in any court having jurisdiction thereof.
11.3 Waiver of Class Actions and Jury Trial
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND QUBI OWL EACH EXPRESSLY AND IRREVOCABLY WAIVE ANY RIGHT TO BRING, PARTICIPATE IN, OR RECEIVE RELIEF FROM ANY CLASS ACTION, COLLECTIVE ACTION, MASS ACTION, CONSOLIDATED ACTION, REPRESENTATIVE ACTION, OR PRIVATE ATTORNEY GENERAL ACTION IN ANY COURT OR IN ARBITRATION. ALL DISPUTES SHALL BE RESOLVED SOLELY ON AN INDIVIDUAL BASIS, AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO CONDUCT CLASS-WIDE, COLLECTIVE, MASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDINGS OR TO AWARD RELIEF TO ANY PERSON OR ENTITY THAT IS NOT A NAMED PARTY TO THE ARBITRATION. FURTHERMORE, YOU AND QUBI OWL EACH EXPRESSLY AND IRREVOCABLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY JUDICIAL PROCEEDING RELATING TO ANY DISPUTE.
11.4 Opt-Out Right
Notwithstanding the foregoing, you may elect to opt out of the arbitration and class-action-waiver provisions set forth in this Section 11 by sending a written notice to Qubi Owl at office@qubiowl.autos within thirty (30) calendar days of the date on which you first accept these Terms (whether by creating an account, by clicking an acceptance button, or by otherwise manifesting your assent). The opt-out notice must include your full legal name, your mailing address, your telephone number, the email address associated with your account (if any), and a clear statement that you are opting out of the arbitration and class-action-waiver provisions of these Terms. Opting out of arbitration shall not affect any other provision of these Terms, all of which shall remain in full force and effect. If you do not timely opt out, you will be bound by the arbitration and class-action-waiver provisions of this Section 11.
11.5 Exceptions to Arbitration
Notwithstanding the foregoing, either party may seek injunctive, declaratory, or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of its Intellectual Property Rights, to prevent the actual or threatened breach of confidentiality obligations, or to seek provisional remedies or protective orders pending the outcome of arbitration, without first engaging in the informal dispute resolution process or arbitration proceedings described above. In addition, either party may bring an individual action in a small claims court of competent jurisdiction in Salt Lake County, Utah, so long as the matter remains in that court and advances only on an individual (non-class, non-representative) basis.
12. Governing Law and Venue
These Terms and any Dispute arising out of or relating to these Terms, the Services, or your relationship with Qubi Owl shall be governed by and construed in accordance with the laws of the State of Utah, without giving effect to any conflict-of-laws principles that would result in the application of the laws of any other jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods (CISG) and the Uniform Computer Information Transactions Act (UCITA) are expressly excluded and shall not apply.
12.1 Exclusive Forum
Subject to the arbitration provisions set forth in Section 11, any legal action, suit, or proceeding arising out of or relating to these Terms, the Services, or any Dispute that is not subject to arbitration shall be instituted exclusively in the federal or state courts located in Salt Lake County, Utah, and each party irrevocably and unconditionally consents and submits to the exclusive personal jurisdiction and venue of such courts. You agree that any claim or cause of action arising out of or related to these Terms or your use of the Services must be filed within one (1) year after the claim or cause of action accrues; otherwise, such claim or cause of action shall be permanently barred.
13. Term, Termination, and Survival
These Terms shall remain in full force and effect for the entire duration of your use of the Services, or until terminated in accordance with this Section 13, whichever occurs first. Qubi Owl reserves the right, in its sole discretion and without prior notice or liability to you, to suspend, restrict, or terminate your access to and use of the Services — or any portion or feature thereof — at any time and for any reason, including without limitation if Qubi Owl believes that you have violated or acted inconsistently with the letter or spirit of these Terms.
13.1 Termination by You
You may terminate these Terms and your relationship with Qubi Owl at any time by: (a) permanently ceasing all use of the Services; (b) deleting your account through the account-settings mechanism provided on the Services or by submitting a written deletion request to office@qubiowl.autos; and (c) destroying all copies of any Content or materials you have obtained from the Services, including any cached or archived copies. Termination of your account does not automatically terminate any separately executed written agreements between you and Qubi Owl; such agreements shall be governed by their own terms regarding expiration, termination, and post-termination obligations.
13.2 Effect of Termination
Upon any termination of these Terms or your access to the Services: (a) all rights and licenses granted to you hereunder shall immediately and automatically terminate; (b) you shall immediately cease all use of the Services; (c) Qubi Owl may, in its sole discretion, delete or retain your User Content and any other data associated with your account; and (d) any Fees that have accrued but remain unpaid as of the date of termination shall become immediately due and payable in full.
13.3 Survival
The provisions of these Terms that by their nature should survive termination — including without limitation Sections 1 (Definitions and Interpretation), 4.1 (Prohibited Content), 5 (Intellectual Property Rights), 8 (Disclaimers of Warranties), 9 (Limitation of Liability), 10 (Indemnification), 11 (Dispute Resolution and Arbitration), 12 (Governing Law and Venue), 14 (General Provisions), and any other provision that is expressly or by implication intended to survive — shall survive any termination or expiration of these Terms and shall remain in full force and effect.
14. General Provisions
This Section 14 contains various provisions of general applicability that govern the interpretation, enforcement, and administration of these Terms.
14.1 Entire Agreement
These Terms, together with our Privacy Policy, any additional terms, conditions, policies, or guidelines incorporated by reference herein, and any separately executed written agreement between you and Qubi Owl that expressly references and supersedes these Terms, constitute the entire and exclusive agreement between you and Qubi Owl concerning the subject matter hereof and supersede all prior and contemporaneous understandings, agreements, representations, and warranties — whether written or oral — relating to such subject matter. No course of dealing, course of performance, or usage of trade shall be deemed to modify, supplement, or explain any provision of these Terms.
14.2 Amendments and Modifications
Qubi Owl reserves the right, in its sole and absolute discretion, to modify, amend, supplement, or replace these Terms at any time and for any reason. When we make material modifications, we will post the revised Terms on this page and update the Last Updated date above. For changes that materially and adversely affect your rights or obligations, we will endeavor to provide you with reasonable advance notice — which may include an email notification, a prominent notice on the Services, or such other notification method as we deem appropriate. It is your responsibility to review these Terms periodically for changes. Your continued use of the Services following the posting of any revised Terms constitutes your acceptance of and agreement to be bound by such revised Terms. If you do not agree to any modified Terms, you must immediately discontinue all use of the Services.
14.3 Waiver and Severability
No waiver of any provision of these Terms shall be effective unless it is in writing and signed by an authorized representative of Qubi Owl. The failure of Qubi Owl to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision, nor shall any single or partial exercise of any right or power hereunder preclude any further exercise of that or any other right. A waiver of any breach of any provision of these Terms shall not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms. If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, void, or unenforceable for any reason, such provision shall be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving the parties’ original intent as closely as possible. If such modification is not possible, the provision shall be severed from these Terms, and the remaining provisions shall continue in full force and effect as if such invalid, illegal, void, or unenforceable provision had never been included.
14.4 Assignment
You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms — whether by operation of law, merger, consolidation, change of control, or otherwise — without Qubi Owl’s prior express written consent, which consent may be withheld in Qubi Owl’s sole discretion. Any attempted assignment, transfer, delegation, or sublicense in violation of this Section 14.4 shall be null and void ab initio. Qubi Owl may freely assign, transfer, delegate, or sublicense these Terms — in whole or in part — to any person or entity at any time without notice to or consent from you, including without limitation in connection with a merger, acquisition, reorganization, sale of all or substantially all of its assets, or any similar corporate transaction.
14.5 Relationship of the Parties
Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, employment, or fiduciary relationship between you and Qubi Owl. Neither party shall have the authority to bind the other or to incur any obligation or liability on the other’s behalf without the other’s prior express written consent. You and Qubi Owl are independent contractors, and each party is solely responsible for its own acts, omissions, employees, contractors, agents, and representatives.
14.6 Force Majeure
Qubi Owl shall not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in performing any obligation under these Terms to the extent that such failure or delay is caused by or results from any event, circumstance, or cause beyond Qubi Owl’s reasonable control, including without limitation: acts of God; flood, fire, earthquake, hurricane, tornado, severe weather, epidemic, pandemic, or other natural disaster; war, terrorism, invasion, riot, civil unrest, insurrection, or other civil or military disturbance; national, state, or local emergency; sabotage, vandalism, or criminal acts; embargo, blockade, sanction, or other governmental or regulatory action, order, or restriction; labor disputes, strikes, lockouts, or other industrial disturbances; failure, interruption, or degradation of electrical power, telecommunications networks, internet backbone infrastructure, cloud service providers, or third-party hosting or software services; or any other event, circumstance, or cause that is unforeseen and beyond Qubi Owl’s reasonable control.
14.7 Notices
All notices, requests, demands, consents, approvals, and other communications required or permitted under these Terms shall be in writing in the English language. Notices to Qubi Owl shall be sent to: QUBITOWL, INC., Attn: Legal Department, 2825 E Cottonwood Pkwy, Salt Lake City, Utah 84121-7055, United States (US), with a courtesy copy by email to office@qubiowl.autos. Notices to you may be sent to the email address, physical mailing address, or telephone number associated with your account, or may be provided through the Services by means of a general notification, a banner, a pop-up, or a posting on the Services. Notices sent by email shall be deemed given and received twenty-four (24) hours after the email is sent, unless Qubi Owl receives notification that the email address is invalid. Notices sent by registered or certified mail, return receipt requested, shall be deemed given and received three (3) business days after the date of mailing. Notices provided through the Services shall be deemed given and received on the date they are first made available.
14.8 Electronic Communications and Signatures
By using the Services, you consent to receive communications from Qubi Owl in electronic form — including emails, SMS messages, push notifications, and in-app messages — and you agree that all agreements, notices, disclosures, and other communications that Qubi Owl provides to you electronically satisfy any legal requirement that such communications be in writing. You further agree that your electronic signature, including any click-through acceptance, checkbox affirmation, or typed name submitted through the Services, shall have the same legal force and effect as a handwritten signature under applicable law, including the federal Electronic Signatures in Global and National Commerce Act (E-SIGN Act) and the Uniform Electronic Transactions Act (UETA) as adopted in the State of Utah.
14.9 No Third-Party Beneficiaries
Except as expressly provided in these Terms — including the indemnification rights of the Qubi Owl Parties under Section 10 — nothing in these Terms, whether express or implied, is intended to or shall confer upon any person or entity other than the parties hereto any right, benefit, claim, or remedy of any nature whatsoever under or by reason of these Terms.
14.10 Headings and Interpretation
The section and subsection headings in these Terms are inserted for convenience and ease of reference only and shall not be considered in the construction or interpretation of any provision hereof. In the event of any conflict or inconsistency between these Terms and any other agreement, policy, or document incorporated by reference herein, these Terms shall control unless the conflicting document expressly states that it supersedes these Terms with respect to the specific subject matter at issue.
14.11 Language
These Terms have been drafted in the English language. Any translation of these Terms into any other language is provided for your convenience only and shall have no legal force or effect. In the event of any conflict or inconsistency between the English-language version and any translated version, the English-language version shall govern and control for all purposes.
14.12 Contact Information
If you have any questions, concerns, or comments regarding these Terms, or if you wish to report a violation of these Terms or suspected abuse of the Services, please contact us using the information below. We endeavor to respond to all inquiries within five (5) business days.
QUBITOWL, INC.
Attn: Legal Department / Terms of Service
2825 E Cottonwood Pkwy
Salt Lake City, Utah 84121-7055
United States (US)
Email: office@qubiowl.autos
Phone: +1 (276) 305-9102
Website: www.qubiowl.autos
Developer: Qubi Owl