USA Terms of Service

Please read this Agreement (as defined below) carefully! It includes important information about your legal rights, and covers areas such as automatic subscription renewals, warranty disclaimers, limitations of liability, the resolution of disputes by arbitration and a class action waiver.

TERMS OF SERVICE

These are the standard terms of service pursuant to which Qsic, Inc. ("Qsic," "we," "us," "our") provides its services and equipment (described below) to its customers. Qsic delivers the Qsic In-Store Audio Solution (as defined below) through the world wide web via customized equipment from both third parties (“Third Party Equipment”) and its proprietary equipment (including but not limited to the AVA, QBIT Player and QBIT hardware, collectively being the “Qsic Equipment”, and with the Third Party Equipment, the “Equipment”) (the standard terms of service, as amended from time to time, the "Terms of Service").

 

Qsic reserves the right, at its sole discretion, to change or modify some or all of these Terms of Service at any time. With respect to any such change, Qsic will post the changes on this page and will indicate at the top of this page the date the Terms of Service were last revised. Qsic will also notify you, either through the Services user interface, in an email notification or through other reasonable means. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Service or changes made for legal reasons will be effective immediately. Your continued use of the Service after the date you receive notice of any such changes and such changes become effective constitutes your acceptance of the new Terms of Service.

 

In addition, the use of the Qsic In-Store Audio Solution is subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, the Privacy Policy located at https://www.getqsic.com/privacy-policy. All such terms are hereby incorporated by reference into these Terms of Service.

 

ACCESS AND USE OF THE SERVICE

 

Services Description: The Qsic In-Store Audio Solution is designed to create custom music playout at your retail locations.  Qsic’s platform contextually automates in-store infrastructure and audio content to create unique data driven experiences for your customer.  The Qsic In-Store Audio Solution includes the materials and content available therein.

 

Registration: By becoming a Qsic customer, you agree to abide by these Terms of Service.  You further agree to provide your true information as set forth in the registration process, and to update all such information if it changes. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 18 years of age, you cannot register for the Qsic In-Store Audio Solution.

 

Member Account, Password and Security: You are responsible for information provided to you by Qsic with respect to your account.  You are responsible to ensuring that your password is not shared with any third party and is used solely with respect to the Qsic In-Store Audio Solution. You are fully responsible for any and all activities that occur under your account. You agree to immediately notify Qsic of any unauthorized use of your password or account or any other breach of security. You are responsible for any loss or damage arising from your failure to comply with this Section, and you agree to indemnify Qsic for any damages it suffers as a result of your failure to comply with this section.

 

Editorial Control:  Qsic retains complete editorial control over the Qsic In-Store Audio Solution and Materials. Qsic may upgrade the Qsic In-Store Audio Solution to add support for new functions and services and you consent to receiving automatic upgrades of the Qsic In-Store Audio Solution. Qsic does not warrant that the Qsic In-Store Audio Solution are (or will continue to be) compatible with your device; unless the device is Equipment supplied by Qsic. The Qsic In-Store Audio Solution will not operate on a continuous basis, and may be unavailable from time to time (including for maintenance purposes). If the online service is unavailable the offline capabilities of the platform will provide continuous playback of music in store.

 

Modifications to Qsic In-Store Audio Solution: Qsic reserves the right to modify or discontinue, temporarily or permanently, the Qsic In-Store Audio Solution (or any part thereof) with or without notice. You agree that Qsic will not be liable to you or to any third party for any modification, suspension or discontinuance of the Qsic In-Store Audio Solution.

 

Termination for Misuse of Qsic In-Store Audio Solution:  You acknowledge that Qsic shall have the right to monitor the use of the Qsic In-Store Audio Solution and Equipment and in the event that Qsic determines that you have misused the Qsic In-Store Audio Solution or Equipment in a manner in violation of these Terms of Service, Qsic may limit or terminate your use of the Qsic In-Store Audio Solution and your account with Qsic.

 

Mobile Services: The Qsic In-Store Audio Solution includes certain services that are available via a mobile device, including (i) the ability to browse the Qsic In-Store Audio Solution from a mobile device and (ii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the "Mobile Services"). To the extent you access the Qsic In-Store Audio Solution through a mobile device, your wireless service carrier's standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Mobile Services, you agree that we may communicate with you regarding Qsic and other entities by electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us.

 

EQUIPMENT

 

Purchase of Equipment.  Company agrees to sell and you agree to purchase the required Equipment to receive, broadcast and utilize the Qsic In-Store Audio Solution per each of your locations as determined by you and the Qsic during your onboarding process. The computer software residing on the Equipment (the “Software”) is protected by copyright laws and is licensed, not sold, to you for the term of your use of the Qsic In-Store Audio Solution. You may not copy, assign or transfer (by operation of law or otherwise) the Software to any other party.

 

Company will use its reasonable best efforts to ship the designated Equipment on a timely basis.  Company will assist you in coordinating with local installers who you will contract with directly to install the Equipment at each of your locations.  You understand that Qsic will not ship the Equipment you purchased until Qsic has received full payment for such Equipment.  Title to and risk in the Equipment upon payment for the Equipment (or upon installation if you receive any Equipment at no cost.)

 

Equipment Installation.  It is There are two options for the installation of the Equipment: 1) use an Authorized Installer from the list of Authorized Installers available on the Qsic website (an “Authorized Installation”); or 2) use your own installer (a “Self Installation”).  For Authorized Installations, the Authorized Installer shall be responsible for compliance with all local regulations and permitting requirements and shall warrant their work for a minimum of one (1) year from the date of installation.  For Self Installation, you represent and warrant that you will work with a qualified installation contractor that will comply with all local regulations and permitting requirements, and you will be responsible to ensure that the Equipment is installed correctly.

 

Equipment Warranty.  With respect to Third Party Equipment, you shall receive the warranty offered by the manufacturer of such Third Party Equipment as set forth in the documentation shipped with the Third Party Equipment.  With respect to Qsic Equipment, For the one (1) year period following your receipt of a Qsic Equipment at one of your locations (the “Qsic Warranty Period”), Qsic shall repair or replace a defective Qsic Equipment at no additional charge to you (excluding any shipping charges related thereto), provided that the defect is not as a direct or indirect result of your improper or out of the ordinary use of the Qsic Equipment. In order to receive the repair or replacement of defective Qsic Equipment, contact us at support@getqsic.com or call +1 (888) 239 5602. If Company chooses to replace defective Qsic Equipment, the defective Qsic Equipment must be shipped to Qsic at your expense within thirty days of receiving the replacement Qsic Equipment. Failure to return the defective Qsic Equipment within thirty days will result in your being charged for the new Qsic Equipment. After the Qsic Warranty Period, you shall be responsible for any costs associated with repair (including any component replacement and shipping charges) of the Qsic Equipment. If you request Qsic to arrange an on-site installation or service visit related to Equipment or to the sound system located at any location, you agree to pay the cost of any such visit, even if such a visit is merely diagnostic in nature or occurs during the Qsic Warranty Period. Any Third Party Equipment sold by Company may be covered by specific warranties extended by the manufacturer of said Third Party Equipment, but such manufacturer’s warranties are excluded from and not a part of the foregoing warranty.

 

GRANT OF LICENSE

 

In consideration of you paying to us the Qsic In-Store Audio Solution subscription fee, Qsic grants you a non-exclusive, non-transferable, revocable license to use the Qsic In-Store Audio Solution in the locations you have subscribed for the purpose of operating the QSIC In-Store Audio Solution during the term you have agreed to in the onboarding process and in accordance with these Terms of Service.

 

Nothing in these Terms of Service constitutes a transfer/assignment of our intellectual property rights in the Qsic In-Store Audio Solution to you. You acknowledge and agree that Qsic owns or is licenced the intellectual property rights in the Qsic In-Store Audio Solution (including without limitation all software, images, texts, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio and video).

 

PAYMENT OF FEES

 

In consideration of the use of the Qsic In-Store Audio Solution and the supply of the Equipment, you must pay us the fees as agreed to in your onboarding procedure.  You must pay the Equipment Fee prior to us arranging delivery of the Equipment to you.

 

You must pay the Qsic In-Store Audio Solution subscription fees to us calendar monthly in advance on the first day of each month.  The Qsic In-Store Audio Solution subscription fee will be paid by way of electronic funds transfer.  You will not be entitled to a refund of fees already paid.

 

Taxes: All fees are exclusive of applicable national, provincial, state, local or other taxes (“Taxes”), unless explicitly stated otherwise. You're responsible for all applicable Taxes, and we'll charge Taxes in addition to the fees for the Services when required to do so. If you're exempt from Taxes, you must provide us with valid tax exemption documentation. We reserve the right to determine if the documentation provided is valid. Tax exemption will, provided we’re satisfied it’s valid and applicable, only apply from and after the date we receive such documentation. If Qsic has a legal obligation to pay or collect indirect Taxes (such as value-added tax or goods and services tax), you shall be liable for payment of any such indirect Taxes.

 

Automatic Subscription Renewals: To ensure uninterrupted service, we'll automatically bill you for certain Services from the date you submit your initial payment and on each renewal period or amount afterwards until cancellation. Your renewal period will be equal in time or amount to the renewal period of your current subscription. For example, if you're on a monthly subscription plan, each billable renewal period will be for one (1) month. We’ll automatically charge you the applicable amount using the payment method you have on file with us and by agreeing to this Agreement, you authorize us to do this. We’ll let you know in advance if you’re purchasing a Service that includes auto-renewal payments. You can disable auto-renewal at any time via the Service.

 

Fee Changes. Qsic may update its fees at any time. Qsic will provide you with advance notice of these fee changes via the Services (subject to any agreed to term in the onboarding process.) New fees will not apply retroactively. If you don't agree with the fee changes, you have the right to reject the change by canceling the Service before your next payment date.

 

CONDITIONS OF USE

 

User Conduct:   You agree to utilize the Qsic In-Store Audio Solution in a manner consistent with the terms of these Terms of Service. Qsic reserves the right to investigate and take appropriate legal action against anyone who, in Qsic's sole discretion, violates this provision, including without limitation, suspending or terminating the account of such violators. You agree to not use the Qsic In-Store Audio Solution to or permit any third party to:

 

  • make and/or distribute copies of the Qsic In-Store Audio Solution;

  • attempt to copy, reproduce, alter, modify, reverse engineer, disassemble, decompile, transfer, exchange or translate the Qsic In-Store Audio Solution;

  • rent, lease, loan, resell, sublicence, distribute or otherwise transfer the Qsic In-Store Audio Solution;

  • create derivative works of the Qsic In-Store Audio Solution of any kind whatsoever;

  • provide access or use Qsic In-Store Audio Solution to anyone not authorized to utilize the Qsic In-Store Audio Solution by Qsic;

  • allow any third party to access your Qsic In-Store Audio Solution (you must notify us of any unauthorized use of your account as soon reasonable);

  • use the Qsic In-Store Audio Solution for any unlawful purpose;

  • use the Qsic In-Store Audio Solution without the appropriate Third Party Licenses you are required to obtain pursuant to these Terms of Service;

  • post any user content which does not comply with all relevant laws;

  • post any user content that is false, misleading or deceptive;

  • post any user content that is offensive, objectionable, inappropriate or defamatory (as reasonably determined by us);

  • post any user content that would bring us, or the Qsic In-Store Audio Solution into disrepute;

  • post any user content that infringes third party intellectual property rights;

  • use the Qsic In-Store Audio Solution for spamming;

  • publish or link to offensive, objectionable or malicious content (including content that may damage or interfere with browsers or privacy);

  • access, tamper with or use non-public systems of the Qsic In-Store Audio Solution (including our systems and the technical delivery systems to our providers and/or users);

  • probe, scan or test the vulnerability of any system or network or breach or circumvent any security or authentication measures (including features designed to prevent and/or restrict the use and/or copying of software);

  • access or search (or attempt to) the Qsic In-Store Audio Solution by any means (automated or otherwise) other than through the currently available published interface we provide;

  • use web crawler software on the Qsic In-Store Audio Solution without our prior written consent (which may be withheld in our sole discretion);

  • use web scraping software on the Qsic In-Store Audio Solution without our prior written consent (which may be withheld in our sole discretion);

  • forge TCP/IP information;

  • interfere with or disrupt (or attempt to do so) user, host, network or third party provider access to the Qsic In-Store Audio Solution (including without limitation by sending a virus, overloading, flooding, spamming, mail bombing or scripting user content in a manner which interferes with the Qsic In-Store Audio Solution);

  • use the Qsic In-Store Audio Solution except for their intended purpose, as determined by Qsic from time to time.

 

THIRD PARTY SERVICES AND LICENSES

 

Third Party Products: Qsic offers applications that are intended to be operated in connection with products made commercially available by third parties (including the Apple and Android platforms).  You are responsible for compliance with the terms and conditions set forth for the use of such third party products. Certain content and functionality of the Qsic In-Store Audio Solution includes materials, advertising and services from third parties (including Facebook, Twitter and Google and Merchant Warrior). In addition, we may provide links to third party websites as a convenience to you. You agree that we are not responsible for the content or accuracy of the third party materials and do not warrant and will not have any liability or responsibility for any third party materials or websites, or for any other materials, products, or services of third parties. You agree that you will not use any third party materials in a manner that would infringe or violate the rights of any other party (including the provider of those materials). You agree that you use third party materials at your own risk and release us from and indemnify us against any liability in respect of such use.

 

Internet Provider: You acknowledge that the terms of agreement with your internet provider will continue to apply when using the Qsic In-Store Audio Solution and that you will comply with those terms. If you are not the bill payer for the internet provider used to access the Qsic In-Store Audio Solution, you warrant that you have obtained permission from the bill payer to use the Qsic In-Store Audio Solution and incur the associated costs.

 

INTELLECTUAL PROPERTY

 

Content, Software and Trademarks: You acknowledge and agree that the Qsic In-Store Audio Solution may contain content or features ("Service Content") that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws (“Intellectual Property Rights”). The software underlying the Qsic In-Store Audio Solution or distributed in connection therewith is the property of Qsic, our affiliates and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Qsic. 

 

Ownership of Intellectual Property: Qsic retains all right, title and interest in and to the original, and any copies of the Qsic In-Store Audio Solution, materials and content used therein and related information, improvements, enhancements or derivatives thereto and ownership of all Intellectual Property Rights pertaining thereto, in whole or in part, shall be, vest with, and remain the exclusive property of Qsic. The Qsic In-Store Audio Solution and Materials are protected by copyright. You shall not be an owner of any copies of, or have any interest in Qsic and the Qsic In-Store Audio Solution or any ancillary material that may be provided to you during the Contract Term.

 

Trademarks: Qsic and the Qsic logo are trade marks/service marks of Qsic. Unauthorized use of any Qsic trade mark, service mark or logo is strictly prohibited.

 

Copyright Complaints: Qsic respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Qsic of your infringement claim in accordance with the procedure set forth below.

Qsic will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Qsic's Copyright Agent at legal@getqsic.com (Subject line: "DMCA Takedown Request"). You may also contact us by mail at: Attention Qsic Legal, 18191 Von Karman Avenue , Suite 100, Irvine, CA 92612. To be effective, the notification must be in writing and contain the following information:

  • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

  • a description of the copyrighted work or other intellectual property that you claim has been infringed;

  • a description of where the material that you claim is infringing is located on the Qsic In-Store Audio Solution, with enough detail that we may find it on the Qsic In-Store Audio Solution;

  • your address, telephone number, and email address;

  • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;

  • a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

 

YOUR DATA/INFORMATION

 

Your Data Representations: The Qsic In-Store Audio Solution in some instances incorporates information provided by you.  With respect to such information, you warrant to Qsic that:

  • i) all personally identifiable information (as that term is commonly used, “Personal Information”) that is disclosed or made available to Qsic under or in connection with this Agreement has been collected in accordance with any international, federal, state or local law or regulation that regulates the processing of personal information in any way, including data protection laws, laws regulating marketing communication and/or electronic communication, information security regulations and security breach notification rules (collectively, “Privacy Laws”);

  • ii) each individual to whom the Personal Information relates has been made aware of any matters of which you are required to inform a person about whom you collect Personal Information under the Privacy Laws; and

  • iii) Qsic is authorized, either by consent of the individual or by law, to collect, hold, use and disclose the Personal Information disclosed or otherwise made available to it by you for the purposes outlined in these Terms of Service.

 

Use of Your Data: Qsic agrees that:

  • the Data provided by you will remain your property;

  • Qsic shall only use and disclose the Data for the purposes set out in these Terms of Service or as otherwise permitted by law; and

  • it will establish and maintain appropriate policies, procedures and standards to protect the Data against misuse, interference and loss, and from unauthorized access, modification and disclosure.

 

Data Retention: You acknowledge and agree that Qsic may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Qsic, its users and the public. You understand that the technical processing and transmission of the Qsic In-Store Audio Solution, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

 

Third Party Material: Under no circumstances will Qsic be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. Some content available via the Qsic In-Store Audio Solution may include explicit language, which may not be appropriate for all audiences, and you use the Qsic In-Store Audio Solution at your own risk.

 

INDEMNITY AND RELEASE

 

You agree to release, indemnify and hold Qsic and its affiliates and their officers, employees, directors and agent harmless from any from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Qsic In-Store Audio Solution, your violation of these Terms of Service or your violation of any rights of another. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

 

Disclaimer of Warranties

YOUR USE OF THE QSIC IN-STORE AUDIO SOLUTION IS AT YOUR SOLE RISK. THE QSIC IN-STORE AUDIO SOLUTION IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. QSIC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

QSIC MAKES NO WARRANTY THAT (I) THE QSIC IN-STORE AUDIO SOLUTION WILL MEET YOUR REQUIREMENTS, (II) THE QSIC IN-STORE AUDIO SOLUTION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE QSIC IN-STORE AUDIO SOLUTION WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE QSIC IN-STORE AUDIO SOLUTION WILL MEET YOUR EXPECTATIONS.

 

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT QSIC WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF QSIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE QSIC IN-STORE AUDIO SOLUTION; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE QSIC IN-STORE AUDIO SOLUTION; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE QSIC IN-STORE AUDIO SOLUTION; OR (V) ANY OTHER MATTER RELATING TO THE QSIC IN-STORE AUDIO SOLUTION. IN NO EVENT WILL QSIC’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID QSIC IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE QSIC IN-STORE AUDIO SOLUTION OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE QSIC IN-STORE AUDIO SOLUTION.

 

ARBITRATION

 

At Qsic's or your election, all disputes, claims, or controversies arising out of or relating to the Terms of Service or the Qsic In-Store Audio Solution that are not resolved by mutual agreement may be resolved by binding arbitration to be conducted before JAMS, or its successor. Unless otherwise agreed by the parties, arbitration will be held in Los Angeles, California before a single arbitrator mutually agreed upon by the parties, or if the parties cannot mutually agree, a single arbitrator appointed by JAMS, and will be conducted in accordance with the rules and regulations promulgated by JAMS unless specifically modified in the Terms of Service. The arbitration must commence within forty-five (45) days of the date on which a written demand for arbitration is filed by either party. The arbitrator's decision and award will be made and delivered within sixty (60) days of the conclusion of the arbitration and within six (6) months of the selection of the arbitrator. The arbitrator will not have the power to award damages in excess of the limitation on actual compensatory, direct damages set forth in the Terms of Service and may not multiply actual damages or award punitive damages or any other damages that are specifically excluded under the Terms of Service, and each party hereby irrevocably waives any claim to such damages. The arbitrator may, in his or her discretion, assess costs and expenses (including the reasonable legal fees and expenses of the prevailing part) against any party to a proceeding. Any party refusing to comply with an order of the arbitrators will be liable for costs and expenses, including attorneys' fees, incurred by the other party in enforcing the award. Notwithstanding the foregoing, in the case of temporary or preliminary injunctive relief, any party may proceed in court without prior arbitration for the purpose of avoiding immediate and irreparable harm. The provisions of this arbitration section will be enforceable in any court of competent jurisdiction.

 

NO CLASS ACTIONS. You may only resolve disputes with Qsic on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, collective, consolidated or representative action. Class actions, class arbitrations, collective actions, private attorney general actions and consolidation with other arbitrations aren't allowed.

 

TERMINATION

 

The term of these Terms of Service shall begin when you validly access the Qsic In-Store Audio Solution and shall end when terminated in accordance with your commitment made during the onboarding process or otherwise terminated pursuant to the provisions of these Terms of Service ("Term").  The following provisions shall survive the termination of your agreement with Qsic, as well as any other provision, if any, which by their meaning are intended to survive such termination: Conditions of Use, Third Party Services and Licenses, Intellectual Property, Your Data/Information, Indemnity and Release, Arbitration, Termination and General of this Terms of Service.

 

You agree that Qsic, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Qsic In-Store Audio Solution and remove and discard any content within the Qsic In-Store Audio Solution, for any reason, including, without limitation, for lack of use or if Qsic believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Qsic may also in its sole discretion and at any time discontinue providing the Qsic In-Store Audio Solution, or any part thereof, with or without notice. You agree that any termination of your access to the Qsic In-Store Audio Solution under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that Qsic may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Qsic In-Store Audio Solution. Further, you agree that Qsic will not be liable to you or any third party for any termination of your access to the Qsic In-Store Audio Solution.

 

GENERAL

 

These Terms of Service constitute the entire agreement between you and Qsic and govern your use of the Qsic In-Store Audio Solution, superseding any prior agreements between you and Qsic with respect to the Qsic In-Store Audio Solution. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content, third-party software or Third Party Equipment. These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Qsic agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Los Angeles County, California. The failure of Qsic to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Qsic In-Store Audio Solution or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of Qsic, but Qsic may assign or transfer this Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Qsic may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Qsic In-Store Audio Solution.

 

YOUR PRIVACY

 

At Qsic, we respect the privacy of our users. For details please see our Privacy Policy. By using the Qsic In-Store Audio Solution, you consent to our collection and use of personal data as outlined therein.

 

NOTICE FOR CALIFORNIA USERS

 

Under California Civil Code Section 1789.3, users of the Qsic In-Store Audio Solution from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.