This Terms and Conditions agreement (“Agreement”) is a legal agreement between you (“User” or “You”) and Quanterion Solutions Incorporated (“Quanterion” or “We” or “Us”) for the use of the ROADS product (“Product”). By accessing or using the Product, you agree to be bound by the terms and conditions of this Agreement.

1. Subscription and Payment
1.1 The Product is available on an annual subscription basis. To access the Product, you must purchase an annual subscription.
1.2 Quanterion reserves the right to change the subscription fee at any time.
1.3 All subscription fees are non-refundable, unless otherwise stated by Quanterion.

2. Use of the Product
2.1 The Product is provided “as is” and without warranty of any kind. Quanterion disclaims all warranties, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
2.2 You may use the Product solely for your own internal business purposes. You may not resell, redistribute, or otherwise transfer the Product or any portion thereof to any third party.
2.3 You are responsible for maintaining the confidentiality of your account login credentials and for all activities that occur under your account.
2.4 You may only access the data contained in the Product using the data access tools provided by Quanterion in the Product. You may not access the Product or its data using any other data access tool, program, or script. Any attempt to access the data using unauthorized tools will be considered a violation of this Agreement, and Quanterion reserves the right to terminate this Agreement and revoke your access to the Product.
2.5 You may not un-compile, un-assemble, or, in any other way, reverse-engineer the data and/or software files contained in the Product.

3. Intellectual Property Rights
3.1 Quanterion owns all right, title, and interest in and to the Product, including all intellectual property rights therein. You may not copy, modify, distribute, or create derivative works based on the Product.
3.2 Quanterion respects the intellectual property rights of others and expects Users to do the same.

4. Termination
4.1 Quanterion may terminate this Agreement at any time without notice to You.
4.2 You may terminate this Agreement by notifying Quanterion in writing.
4.3 Upon termination, your access to the Product will be revoked.

5. Limitation of Liability
5.1 In no event shall Quanterion be liable for any direct, indirect, incidental, special, or consequential damages arising out of or in connection with your use of the Product.
5.2 Quanterion’s liability to you shall not exceed the amount paid by you for the Product.

6. Governing Law
6.1 This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the licensor is located.
6.2 Any dispute arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the state and federal courts in which the licensor is located.

By accessing or using the Product, you acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions.

This Terms and Conditions agreement (“Agreement”) is a legal agreement between you (“User” or “You”) and Quanterion Solutions Incorporated (“Quanterion” or “We” or “Us”) for the use of Software and Electronic Files (“Product”). By accessing or using the Product, you agree to be bound by the terms and conditions of this Agreement.

1. License Grant
1.1 Subject to the terms and conditions of this Agreement, we grant the User a non-exclusive, non-transferable, revocable license to use the Software and Electronic Files for their own internal business purposes.

2. Ownership and Restrictions
2.1 The Software and Electronic Files are the property of the licensor, and are protected by copyright and other intellectual property laws.
2.2 You may not copy, modify, adapt, translate, reverse engineer, decompile, or disassemble the Software and Electronic Files, or otherwise attempt to derive the source code or underlying ideas or algorithms of the Software and Electronic Files.
2.3 You may not remove any copyright or other proprietary notices from the Software and Electronic Files.

3. Limited Warranty and Disclaimer
3.1 The Software and Electronic Files are provided “as is” and without warranty of any kind. We disclaim all warranties, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
3.2 We do not warrant that the Software and Electronic Files will meet your requirements or that the operation of the Software and Electronic Files will be uninterrupted or error-free.

4. Limitation of Liability
4.1 In no event shall we be liable to you or any third party for any indirect, consequential, incidental, special, or punitive damages arising out of or related to this Agreement, even if we have been advised of the possibility of such damages.
4.2 Our maximum liability to you under this Agreement shall be limited to the amount you paid for the Software and Electronic Files.

5. Termination
5.1 This Agreement will remain in effect until terminated by either party.
5.2 We may terminate this Agreement immediately upon notice to you if you breach any of the terms and conditions of this Agreement.
5.3 Upon termination, you must immediately cease all use of the Software and Electronic Files and destroy all copies of the Software and Electronic Files in your possession.

6. General
6.1 This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements or understandings, whether written or oral.
6.2 This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the licensor is located.
6.3 Any disputes arising out of or related to this Agreement shall be subject to the exclusive jurisdiction of the courts of the jurisdiction in which the licensor is located.

By accessing or using the Product, you acknowledge that you have read this Agreement, understand it, and agree to be bound by its terms and conditions.