Terms of Use

1. Introduction and Scope

These Terms of Use ("Terms") constitute a legally binding agreement between you ("User", "you") and SoftQuantus innovative OÜ, a private limited company registered in Estonia under Registry Code 17048927, VAT number EE102767458 ("SoftQuantus", "we", "us").

By accessing or using our Services, including QCOS™, QuantumLock™, SynapseX™, and related products, you confirm that you have read, understood, and agree to be bound by these Terms in accordance with the Estonian Law of Obligations Act.

2. Definitions

• "Services" means all software, APIs, platforms, and related services provided by Softquantus
• "User Data" means any data, content, or materials you submit to the Services
• "Processing" has the meaning given in Article 4(2) of the GDPR
• "Business Day" means a day other than Saturday, Sunday, or public holiday in Estonia

3. Account Registration

To access certain features, you must register for an account. You represent and warrant that:

• All registration information is accurate, current, and complete
• You have legal capacity to enter into these Terms (minimum age 18 or age of majority in your jurisdiction)
• You will maintain the security of your account credentials
• You will promptly notify us of any unauthorized access to your account

4. License Grant and Restrictions

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

You may not:

• Sublicense, sell, or redistribute the Services
• Reverse engineer, decompile, or disassemble the software (except as permitted under Article 6 of Directive 2009/24/EC)
• Use the Services for unlawful purposes or in violation of applicable laws
• Attempt to circumvent technical protection measures
• Use the Services to develop competing products

5. Payment Terms

All prices are stated in EUR and exclude VAT unless otherwise indicated. VAT will be applied in accordance with EU VAT Directive 2006/112/EC and Estonian VAT Act.

• Payment is due within 30 days of invoice date
• Late payments accrue interest at the rate specified in the Estonian Law of Obligations Act
• We may suspend Services for non-payment after 14 days written notice
• Refunds are processed within 14 days in accordance with the EU Consumer Rights Directive

6. Intellectual Property Rights

All intellectual property rights in the Services remain with Softquantus or its licensors. This includes patents, copyrights, trademarks, trade secrets, and database rights under Directive 96/9/EC. You retain all rights to your User Data.

7. Data Protection

We process personal data in accordance with the General Data Protection Regulation (EU) 2016/679 (GDPR). For details on how we collect, use, and protect your data, please see our Privacy Policy. Where we process personal data on your behalf, we act as a Data Processor and will enter into a Data Processing Agreement in accordance with Article 28 GDPR.

8. Service Level and Availability

We aim to provide 99.9% uptime for cloud services measured on a monthly basis. Scheduled maintenance will be notified at least 48 hours in advance. Service credits for downtime are specified in your service agreement.

9. Limitation of Liability

To the maximum extent permitted under Estonian law and the EU Directive on certain aspects of contracts for the supply of digital content and digital services (2019/770):

• Our total liability is limited to the fees paid in the 12 months preceding the claim
• We exclude liability for indirect, consequential, or incidental damages
• Nothing in these Terms limits liability for death, personal injury, fraud, or gross negligence
• Mandatory consumer protection rights under EU law are not affected

10. Termination

Either party may terminate with 30 days written notice. We may terminate immediately for material breach. Upon termination, you may export your data for 30 days. After this period, we will delete your data in accordance with our data retention policy and GDPR requirements.

11. Governing Law and Dispute Resolution

These Terms are governed by Estonian law. For business users, disputes shall be submitted exclusively to the competent courts of Harju County, Estonia.

For consumers in the EU: You may bring proceedings in the courts of your Member State of residence. You may also use the European Commission's Online Dispute Resolution platform at https://ec.europa.eu/odr.

12. Right of Withdrawal (Consumers)

If you are a consumer in the EU, you have the right to withdraw from this contract within 14 days without giving any reason, in accordance with the Consumer Rights Directive 2011/83/EU. To exercise this right, contact us at legal@softquantus.com. Note that by requesting immediate access to digital content, you may lose this withdrawal right.

13. Amendments

We may modify these Terms with 30 days advance notice via email or the Services. Continued use after the effective date constitutes acceptance. Material changes require explicit consent for existing contracts.

14. Contact Information