QRLit.com. and its affiliates (collectively “QRLit,” “we” or “our”) provide URL shortening, custom-branded link, link management, link-in-bio, QR code and analytics products and services to our users (collectively, the “QRLit Services”). Please read these Terms of Service (the “Agreement”) carefully, as they govern your access to and use of the QRLit Services and constitute a binding legal agreement between you and QRLit. If you accept this Agreement or use the QRLit Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to the Agreement and, in such event, “you” “your” or “Customer” will refer and apply to that company or other legal entity. If you have been granted access to and use of the QRLit Services by and on behalf of the primary account holder, whether directly or through an administrator, you also agree to abide by this Agreement. In addition to this Agreement, your use of the QRLit Services is governed by the QRLit Privacy Policy, the QRLit Acceptable Use Policy and QRLit’s DMCA Copyright Policy.
YOU ACKNOWLEDGE AND AGREE THAT, BY CREATING A QRLit ACCOUNT (“ACCOUNT”), PURCHASING A PAID ACCOUNT, OR ACCESSING OR USING THE QRLit SERVICES AND APPLICATION PROGRAM INTERFACES (“API”), YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND THE QRLit ACCEPTABLE USE POLICY. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE QRLit SERVICES.
THIS AGREEMENT CONTAINS AN ARBITRATION PROVISION AND CLASS ACTION WAIVER AS DESCRIBED IN SECTION 12.1 BELOW. YOU AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU ARE WAIVING YOUR RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING.
1. SCOPE & MODIFICATIONS
1.1 Modifications. QRLit reserves the right, in its sole discretion, to modify or replace this Agreement at any time. If we modify this Agreement, we will post the modification on our site and update the “Last Updated” date at the top of the Terms of Use or provide you with notice of the modification in the QRLit platform. Any change to this Agreement will be effective as of the Last Updated Date in at the top of this page. By continuing to access or use the QRLit Services after the Last Updated Date, you are indicating that you agree to be bound by the modified Agreement. You agree that it is your responsibility to check this Agreement periodically for changes and that your use of the QRLit Services following the posting of any changes to this Agreement constitutes acceptance of those changes. If the modified Agreement is not acceptable to you, your only recourse is to cease using the QRLit Services.
1.2 Service Changes. QRLit may add, remove, suspend, discontinue, modify or update the QRLit Services at any time, at its discretion. After the effective date of such a change, QRLit shall bear no obligation to run, provide or support legacy versions of any affected QRLit Services.
1.3 Customer Support. QRLit provides a help center for all users. More details about additional support services can be found in the help center which is accessible through the platform.
2. PAID ACCOUNTS
2.1 Fees. QRLit offers fee-based QRLit Services that provide additional features and functionality. If you sign up for a paid account, you agree to pay QRLit all applicable fees for the tier of QRLit Services according to your selection. Fees are non-refundable except as required by law or as otherwise specifically permitted in this Agreement.
2.2 Subscription Period. Paid account plans will be charged the rate stated at the time of initial purchase on a recurring basis corresponding to the term of your subscription until you cancel. Fees are subject to change and QRLit will notify you of any pricing change prior to processing your next recurring charge. You may cancel your paid account subscription at any time, however, unless required by law, no refunds or credits will be provided for any early termination or for any non-use of the QRLit Services. QRLit reserves the right to update, change, modify or terminate your subscription benefits at any time in its sole discretion.
2.3 Payment. You will pay QRLit on the payment interval selected. If not otherwise specified, payments will be due immediately. You authorize QRLit to charge you for all applicable fees on a recurring basis using your selected payment method through QRLit’s online payments platform. By providing a saved payment method (“Payment Method”) in your account, you expressly acknowledge and authorize QRLit (or our third party online payment processor) to charge you on a recurring basis corresponding to the term of your subscription unless you cancel your paid account subscription. You are responsible for any and all fees charged to your Payment Method. You will provide complete and accurate billing and contact information to QRLit. QRLit may make changes to the offered Payment Method from time to time. It is your responsibility to update your payment information if necessary due to such changes. QRLit may suspend, downgrade or terminate the Services if Fees are past due. Unpaid Fees are subject to a finance charge of one percent (1.5%) per month (18% per annum), or the maximum permitted by law, whichever is lower. In addition, QRLit will be entitled to recover its expenses for collection, including reasonable attorneys’ fees. Failure to pay Fees or Renewal Fees when due may lead to termination, cancellation or suspension of Services. FOR THE AVOIDANCE OF DOUBT, QRLit MAY SUBMIT PERIODIC CHARGES CORRESPONDING TO THE TERM OF YOUR SELECTED SUBSCRIPTION WITHOUT FURTHER AUTHORIZATION FROM YOU, UNTIL YOU AFFIRMATIVELY CANCEL YOUR SUBSCRIPTION SERVICES OR NOTIFY QRLit THAT YOU WISH TO CHANGE YOUR PAYMENT METHOD INFORMATION.
2.4 Taxes. Fees are exclusive of taxes, duties, levies, tariffs, and other governmental charges (collectively, “Taxes”), and you are responsible for all Taxes resulting from this Agreement or your use of the QRLit Services. QRLit will invoice you for Taxes when required to do so by applicable law, and you agree to provide payment under the terms of the invoice. In the event you are required by law to deduct and withhold any Taxes on amounts payable under this Agreement, any amounts required to be withheld will be promptly deducted and timely remitted by you on behalf of QRLit to the appropriate taxation authority and you agree that you will provide QRLit with copies of all necessary documents (including but not limited to tax receipts received from the applicable tax authority) in order for QRLit to claim and receive a foreign tax credit in an amount corresponding to the amount withheld by you.
3. USE OF SERVICES
3.1 Use of QRLit Services. Subject to the terms and conditions of this Agreement and payment of all Fees due hereunder, QRLit grants you a non-exclusive, non-transferable, limited right to access and use the QRLit Services in accordance with our Acceptable Use Policy. For the avoidance of any doubt, you agree that you will not access the QRLit Services for competitive purposes or if you are a competitor of QRLit.
3.2 Access Credentials. QRLit shall provide you with non-transferable access credentials for the QRLit Services. You will not share access credentials or exceed the user limitations of the service tier you have purchased. You will not (i) misrepresent or mask identities when using the QRLit Services or seeking access credentials; (ii) select or use as a username or custom domain a name subject to any rights of a person or entity or any third party other than you without appropriate authorization; (iii) select or use, as your username or custom domain, a name that is otherwise offensive, vulgar or obscene or otherwise would violate our Acceptable Use Policy; or (iv) exceed any access permitted by QRLit. You will safeguard all access credentials provided by QRLit and shall ensure the confidentiality and security thereof. If you are a corporate entity rather than an individual (A) only your employees and authorized contractors (“Personnel”) may use the QRLit Services; (B) you will require your Personnel to comply with all Laws (as defined below) and the use restrictions (including user seat restrictions) set out in the Agreement; (C) you will not share access credentials or exceed the user limitations of your service tier; and (D) you acknowledge that you will be fully responsible for any acts or omissions of your Personnel, whether authorized or unauthorized. QRLit may update, refresh or change the manner of accessing the QRLit Services at its discretion.
3.3 Compliance Monitoring. QRLit may monitor your use of the QRLit Services for compliance with the Agreement, and to ensure compliance with our Acceptable Use Policy. If QRLit observes usage of the QRLit Services that it believes are not in compliance with the Agreement, QRLit may (i) remove or disable any linked, codes, or other QRLit Services that are suspected of violating our Acceptable Use Policy or this Agreement. QRLit reserves the right to suspend your use of the QRLit Services without notice in the event that we believe, in good faith, the security of your QRLit account has been compromised or your QRLit account is being used for an unlawful purpose or any purposes that violates our Acceptable Use policy. QRLit reserves the right to suspend your access to the Services or terminate this Agreement without notice for violation of the Agreement.
4. YOUR SERVICES AND CONTENT
4.1 Your Service. QRLit shall have no liability for any of your products, content or services (“Your Services”) accessed through or making use of the QRLit Services, or the use thereof by any end user or any of your or your affiliates’ customers, employees, officers, directors, agents, contractors, consultants, affiliates, or other representatives. You will not use the QRLit Services in any manner implying any partnership with, sponsorship by, or endorsement of Your Services by QRLit. You will not suggest or imply that QRLit is the author of or otherwise responsible for the views or content of Your Services. The QRLit Services shall not be used in connection with any Prohibited Content (defined in Section 5 below), or any activities where the use or failure of the QRLit Services could lead to death, personal injury or property or environmental damage or adversely impact or impose liability on QRLit in any manner.
4.2 Your Content. You hereby grant to QRLit an irrevocable, perpetual, non-exclusive, sublicensable, transferable, royalty-free, worldwide license, to use, copy, import, display, reproduce, perform, distribute, create derivative works, alter or modify all URLs and other information provided by You to QRLit (“Customer Content”) in connection with the provision, operation and promotion of the QRLit Services and for other business purposes, including of QRLit’s group companies.
4.2.1. You are solely responsible for the content that you upload through QRLit Service, or transmit to or share with other users (collectively the “Customer Content”). You may not upload, transmit, or share Customer Content using the QRLit Service that you did not create or that you do not otherwise have permission to use. QRLit does not assert any ownership over Customer Content or other intellectual proprietary rights associated with your Customer Content. QRLit’s collection, use and sharing of personal information QRLit receives from you or third parties (including social media networks) is described in QRLit’s Privacy Policy.
4.2.2. As stated in our Privacy Policy, where permitted by law, if you register a QRLit Account with an email address on a domain owned by an organization, such as your employer, we may share your email address and information about your Account with our sales team and the business, including our group companies, to explore the business’ interest in creating or managing an enterprise account, provide information on other services you might be interested in, or for related purposes.
5. INTELLECTUAL PROPERTY
5.1 Ownership. Except for Your Content and Your Services, you acknowledge and agree that QRLit is the sole and exclusive owner of all right, title and interest in and to the QRLit Services and all related documentation, source code, tools, scripts, processes, techniques, methodologies, inventions, know-how, concepts, formatting, arrangements, visual attributes, ideas, database rights, copyrights, patents, trade secrets, and other intellectual property, and all derivatives, enhancements, modifications and improvements thereof (“QRLit Materials”). Nothing in this Agreement or any other document shall be deemed to transfer ownership of any QRLit Materials. Except for the limited license rights expressly granted herein, no rights to QRLit Materials are granted hereunder and all rights in such QRLit Materials are reserved.
5.2 Feedback. If you provide feedback, request features, changes or tools, or otherwise provide comments relating to the Service or provide suggestions or ideas for improving the Service (“Feedback”), such Feedback will be fully assigned to QRLit without any obligation for separate compensation, and QRLit shall own all rights, title and interest to the Feedback and may, in its own discretion, elect to incorporate the Feedback into its Services.
5.3 General Restrictions. You and your Personnel will not, and will not permit any third party to: (i) access the Services or export data from the Services to create a service, software, documentation or data for a URL shortening service other than QRLit or create shortened links or a service that is competitive with, substantially similar or confusingly similar to any aspect of the QRLit Services (including to benchmark the QRLit Services against any competing services); (ii) use, modify, display, perform, copy, disclose or create derivative works of the QRLit Services except as expressly permitted herein; (iii) reverse engineer, decompile, disassemble, mimic, screen-scrape, frame or mirror the QRLit Services, or use any other means to attempt to discover their source code except as expressly permitted herein; (iv) encumber, distribute, sublicense, assign, share, sell, rent, lease, pledge or otherwise transfer the QRLit Services to any third party; (v) transmit harmful, disabling or malicious code or devices, or infringing, defamatory, unlawful, tortious, deceptive, misleading, fraudulent, abusive, indecent or otherwise offensive content, phishing, spam, or content that contains someone’s personal information or violates a third party’s intellectual property, privacy or publicity rights or any other use or content that violates our Acceptable Use Policy (collectively “Prohibited Content”) through the QRLit Services; (vi) access via automated or unauthorized means, interfere with, disrupt or attempt to monitor, override access or circumvent security measures for, the QRLit Services or related systems, including via robots, spiders and other electronic methods; and (vii) obscure, remove or alter any proprietary rights or other notices on the QRLit Services. Notwithstanding anything to the contrary herein, QRLit may, in its sole discretion, immediately revoke the grant of rights set forth in Section 3 if you breach or threaten to breach the restrictions in this Section or create other security or legal concerns. You agree that, in addition to any other remedies available to QRLit at law or in equity, QRLit will be entitled to seek injunctive relief to prevent the breach or threatened breach of your obligations under this Section, without any requirement to demonstrate irreparable harm or post a bond.
5.4 Technical Restrictions. You will not exceed the number and/or frequency of API calls, or other access to or use of QRLit Services in violation of the terms of your tier of Service. If QRLit believes that you have attempted to exceed or circumvent these limitations, QRLit may suspend or block your access to the QRLit Services. QRLit may monitor your use of the QRLit Services, including to ensure your compliance with this Agreement.
6. TERM AND TERMINATION
6.1 Term. This Agreement shall commence on the date the You accept this Agreement by creating an account or purchasing a paid service tier (“Effective Date”) and remain in effect until terminated in accordance with this Section; provided, however, that if you purchased a paid account, the agreement will continue for the duration of the Term selected by You, unless otherwise terminated as permitted herein (the “Initial Term”). If your paid account is set to automatically renew, your account will thereafter automatically renew for additional terms of the same length as the Initial Term, or to the extent a shorter renewal term is required by law, the maximum renewal term permitted by law (“Renewal Term”), subject to your cancellation prior to the next billing cycle by canceling your subscription in your account in accordance with Section 6.2 below. (“Term” shall include both the Initial Term and any Renewal Term(s)).
6.2 Right to Terminate. During the Term, You may terminate this Agreement at any time as set forth in Section 2 above, however, You shall not receive a refund or reimbursement of any fees paid for the then-current billing cycle or any prior billing cycles. Upon expiration or termination of this Agreement, all applicable rights and access granted to You hereunder will automatically terminate and you and your Personnel will cease any further use of the QRLit Services and return, or, if directed by QRLit, destroy all Confidential Information (defined below) of QRLit. Any Section of this Agreement which by its nature would survive such expiration or termination shall survive.
6.3 Termination Rights for Personal Use Customers in Germany (Consumers). Please refer to section 14.
7. CONFIDENTIALITY
Confidential Information. Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Confidential Information” of the Disclosing Party). QRLit’s Confidential Information includes non-public information regarding features, functionality and performance of the Service and all pages and materials on the QRLit website that are accessible only after logging in. Your Confidential Information is limited to non-public data provided by you to QRLit in writing to enable the provision of the Services. The Receiving Party agrees: (i) to take reasonable precautions to protect such Confidential Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Confidential Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, (b) was in its possession or known by it prior to receipt from the Disclosing Party, (c) was rightfully disclosed to it without restriction by a third party, (d) was independently developed without use of any Proprietary Information of the Disclosing Party, or (e) is required to be disclosed by law. The parties hereby agree that breach of this Section 7 may cause irreparable harm to the Disclosing Party, and that the Disclosing Party will be entitled, in addition to any other remedies available to it at law or in equity, to seek injunctive relief to prevent such breach (or threatened breach) without any requirement to post a bond.
8. DATA PROTECTION
8.1 Data Privacy. You expressly acknowledge and agree that it is your responsibility to comply with any and all privacy and data protection laws (including but not limited to the EU General Data Protection Regulation (GDPR) and the California Consumer Privacy Act (CCPA), California Privacy Rights Act (CPRA), Colorado Privacy Act (CoPA), and any other privacy laws that may come into effect from time to time, regulations and terms applicable to any personal data provided by you for the purposes of the Service regardless of the country/state in which you are based. The above mentioned includes, but is not limited to, complying with the terms and restrictions related to your use of customer/contact databases and complying with any applicable privacy policies and cookie policies.
8.2 Data Processing. In the event that QRLit processes Personal Data as a processor on your behalf and applicable law requires parties to put in place a data processing agreement (DPA) to govern such data processing, the DPA attached to these Terms of Service as Appendix A shall apply. In this case, the DPA set forth in Appendix A shall be incorporated into this Agreement and form an integral part of this Agreement.
8.3 Privacy. QRLit may collect and process Personal Data regarding you and/or your personnel and/or other representatives in connection with the Service. Such processing is described in QRLit’s Privacy Policy. QRLit may share such information with its partners, vendors and service providers, including without limitation in order to provide research, analytics, support, security, fraud prevention, spam prevention, advertising, and/or email marketing, to complete transactions or to ensure compliance with this Agreement. You consent to such collection, use, processing and sharing of Your Information in accordance with the terms of our privacy policy and applicable laws.
9. REPRESENTATIONS AND WARRANTIES
9.1 Content Warranties. You represent and warrant that Your Content and all information you provide in connection with the Services, and the receipt, collection, use and provision thereof: (i) shall not infringe or violate any third party rights, including without limitation any intellectual property, privacy and publicity rights; (ii) is in compliance with all applicable laws, rules and regulations and self-regulatory guidelines and requirements, including without limitation laws on privacy and data security, unsolicited messaging, unfair or deceptive practices, or United States trade or export restrictions (“Laws”); (iii) has all necessary consents, approvals or other authorizations or permissions for use, and is in compliance with applicable privacy policies and third-party terms and conditions; and (v) does NOT contain any personally identifiable information or persistent identifiers from individuals under the age of 16.
9.2 Further Warranties. You further represent and warrant that (i) you have implemented or contractually required industry-standard security measures to help protect the security and integrity of, and prevent, unauthorized access to the QRLit Services, Your Content and Your Services; (ii) you will not do anything that will make the QRLit Services subject to any open source or similar license which creates an obligation to grant any rights in the QRLit Services; (iii) you will not disrupt, disable, erase, alter, harm, damage, interfere with or otherwise impair in any manner the QRLit Services; (iv) in the event of any security breach or unauthorized access to any QRLit Services, Your Content and/or Your Services, you will immediately investigate such breach and notify QRLit in writing, and, unless otherwise notified by QRLit, take all corrective action necessary to remedy such breach and/or comply with applicable Law and the requirements of QRLit, all at your cost; and (v) you, your use of the QRLit Services, Your Content and Your Services will comply with all Laws and not violate or infringe upon any third party intellectual property, privacy or publicity rights.
9.3 DISCLAIMERS. QRLit SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. QRLit DOES NOT WARRANT THAT: (I) THE QRLit SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) SHORTENED URLS OR THE QRLit SERVICES WILL BE ACCURATE, ERROR-FREE OR THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) THE QRLit SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; (IV) THE RESULTS OF USING THE QRLit SERVICES WILL MEET YOUR REQUIREMENTS OR ANY OF YOUR OR YOUR USERS’, PERSONNEL’S OR CUSTOMERS’ BUSINESS NEEDS; OR (V) THE QRLit SERVICES WILL BE UNINTERRUPTED OR THAT ANY INTERRUPTION WILL BE CORRECTED IN A TIMELY MANNER. YOUR USE OF THE QRLit SERVICES IS SOLELY AT YOUR OWN RISK. FURTHER, QRLit MAKES NO REPRESENTATIONS OR WARRANTIES AND SHALL ASSUME NO LIABILITY AMOUNTS OR INDEMNITY OBLIGATIONS WITH RESPECT TO ENSURING THAT YOUR USE OF THE QRLit SERVICES COMPLY WITH ANY LAWS OR REGULATIONS OUTSIDE THE UNITED STATES AND YOU SHALL BE SOLELY LIABLE FOR SUCH COMPLIANCE. QRLit SHALL BEAR NO RESPONSIBILITY FOR THIRD PARTY PRODUCTS OR SERVICES (E.G., OPEN SOURCE SOFTWARE, SOCIAL MEDIA PLATFORMS, THIRD PARTY MATERIALS OR FOR HOST OR APP STORE PROVIDERS).