Terms of Use SQOUT by QuDef

Latest version: 05-08-2024

This Agreement is entered into as of the earliest of the date that Customer accepts the terms and conditions herein, the date set forth on an Order, or the date on which Customer starts using the SQOUT product of QUDEF BV.

PLEASE READ CAREFULLY: IF YOU ARE ACCEPTING THESE QUDEF’s SQOUT TERMS OF USE ("AGREEMENT") ON BEHALF OF A COMPANY, AS AN INDIVIDUAL OR OTHER LEGAL ENTITY ("CUSTOMER"), YOU REPRESENT AND WARRANT THAT YOU HAVE FULL AUTHORITY TO BIND THE CUSTOMER TO THIS AGREEMENT. UNLESS THE CUSTOMER HAS ANOTHER VALID AGREEMENT FOR THE PURCHASE AND USE OF QUDEF SERVICES AND PRODUCTS (AS DEFINED BELOW), THIS AGREEMENT GOVERNS YOUR RIGHTS TO THE QUDEF SERVICES AND PRODUCTS. BY USING THIS PLATFORM, THE CUSTOMER ACCEPTS THIS AGREEMENT, AND THE AGREEMENT WILL BE DEEMED A BINDING CONTRACT BETWEEN QUDEF BV AND CUSTOMER. IF THE CUSTOMER DOES NOT AGREE TO OR CANNOT COMPLY WITH ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT OR IF YOU DO NOT HAVE THE AUTHORITY TO BIND THE CUSTOMER, THEN THE CUSTOMER WILL NOT BE AUTHORIZED TO USE THE PRODUCTS/SERVICES OF QUDEF BV AND HAVE TO LEAVE THE PLATFORM.

1. INTRODUCTION

Welcome to SQOUT, a comprehensive quantum cybersecurity platform that integrates threat intelligence with quantum protocols and aligns with international standards, offering tiered services for a range of security activities. By accessing or using SQOUT, you agree to comply with and be bound by the following Terms of Use. Please read these terms carefully before using our services.

2. DEFINITIONS

The terms “us” or “we” or “our” refers to QuDef BV, the owner of the SQOUT.

"SQOUT" refers to the platform - the software, information database (Content) and related services provided by our company.

"User" refers to any individual or entity accessing or using SQOUT.

"Content" refers to all information, data, text, software, and materials available through SQOUT.

"Tier" refers to the different levels of access to SQOUT, with Tier 0 being free "Open Access".

"Documentation" means the written and/or electronic release notes, implementation guides, or other published technical documentation about SQOUT that is provided by QUDEF BV to Customer together with access to SQOUT.

"License Term" means the term of the access rights granted for SQOUT, as identified in the relevant Order, starting when QUDEF BV delivers to the Customer the relevant credentials to access and use SQOUT.

"Order" means any purchase order, product schedule, or ordering document between Customer and authorized reseller or between Customer and QUDEF BV (if purchasing directly) that identifies the products and/or services licensed or sold and any applicable licensing parameters (e.g. the number of licenses).

"Software" means the object code version of QUDEF BV proprietary computer programs made available by QUDEF BV for Customer for use in connection with any SaaS Product, including any Documentation and Updates.

"Updates," means any correction, update, upgrade, patch, or other modification or addition made by QUDEF BV to specific Software.

3. CONDITIONS TO ACCEPT THE TERMS  

If you create or use an account, you declare that you are at least 18 years old.  

If you are not of legal age to enter into a contract, then you must review these Terms with your parent or guardian, who must accept them, to access the Services.  

If you are a User, the Services are intended to be used by people aged 18 years or older. If you are not aged 18 or older, please quit the Services.

4. ACCESS AND TIERS

4.1 TIER STRUCTURE

Tier 0: Open access with limited information.

5. USE OF SQOUT

5.1 PERMITTED USE

Users are granted a limited, non-exclusive, non-transferable license to access and use SQOUT for personal or internal business purposes, subject to these Terms of Use. Tier 0 contents can be used free of charge but with proper reference to SQOUT by QUDEF BV.

5.2 PROHIBITED USE

Users shall not:

• Copy, distribute, modify, or create derivative works from the Content.
• Resell, sublicense, or otherwise transfer any rights to the Content.
• Use SQOUT in any manner that could damage, disable, overburden, or impair our services.

6. INTELLECTUAL PROPERTY

All Content and intellectual property rights in SQOUT are owned by or licensed to us. Unauthorized use of the Content is prohibited and may violate copyright, trademark, and other laws.

7. LIMITATION OF LIABILITY

7.1 NO WARRANTY

SQOUT is provided "as is" and "as available" without any warranties of any kind, express or implied. We do not warrant that the Content is accurate, complete, valid, or up-to-date.

7.2 DISCLAIMER OF LIABILITY

In no event shall we be liable for any direct, indirect, incidental, special, or consequential damage arising out of or in connection with the use of or inability to use SQOUT, even if we have been advised of the possibility of such damage. This includes damage for loss of profits, use, data, or other intangible losses.

8. USER RESPONSIBILITIES

Users are responsible for maintaining the confidentiality of their account information and for all activities that occur under their account. Users agree to notify us immediately of any unauthorized use of their account or any other breach of security.

Users may need to set up an account in order to use some of the features of the Platform. Users may not use a third party’s account without permission. User has complete responsibility for User's account and everything that happens on his/her account. User may not transfer User's account to someone else. We are not liable for any damages or losses caused by someone using User's account without your permission. However, if we (or anyone else) suffer any damage due to the unauthorized use of the User's account, the User may be liable.  

9. TERMINATION

We reserve the right to terminate or suspend access to SQOUT, without prior notice or liability, for any reason, including if a User breaches these Terms of Use.

10. CHANGES TO TERMS OF USE

We may update these Terms of Use from time to time. Users will be notified of any changes by posting the new Terms of Use on our website. Continued use of SQOUT after any changes constitutes acceptance of the new terms.

11. GOVERNING LAW

11.1 GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement, and any disputes arising out of or related to this Agreement, including disputes regarding its interpretation, validity, breach, or termination, shall be governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of laws principles.

Any dispute, controversy, or claim arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be settled by arbitration in the Netherlands. The arbitration shall be conducted in accordance with the rules of the Netherlands Arbitration Institute (NAI). The language of the arbitration shall be English. The arbitral award shall be final and binding upon both parties.

11.2 WAIVER OF JURY TRIAL

Each party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement.

11.3 EXCLUSIVE JURISDICTION

The courts of the Netherlands shall have exclusive jurisdiction over any disputes not subject to arbitration.

12. SECURITY

In order to ensure that this website remains available to all users, we may monitor network traffic to identify unauthorized attempts to upload or change information, or to otherwise cause damage to the site. Anyone using this site expressly consents to such monitoring.

Unauthorized attempts to modify, alter, deface, destroy or corrupt any information stored on this site or this system, to defeat or circumvent any security features, to probe, scan or test for vulnerabilities, to breach security or authentication measures, to forge QUDEF BV headers, to install or attempt to install unauthorized software, to mount denial-of-service attacks, or to utilize this system for other than its intended purposes are expressly prohibited and may result in criminal prosecution.

Any possible criminal activity will be reported, together with any evidence that may be gathered, to the appropriate authorities.

If you choose or are provided with a user identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential. You must not disclose it to any third party. We have the right to disable any user identification code or password whether chosen by you or allocated by us at any time if in our reasonable opinion you have failed to comply with any of the provisions of these terms of use.

13. CONFIDENTIALITY

Definition. “Confidential Information” means non-public information provided by one party (“Discloser”) to the other (“Recipient”) that is designated as confidential or reasonably should be considered as such, excluding information that (i) is or becomes public through no fault of the Recipient, (ii) was known to Recipient before the disclosure, (iii) is disclosed to Recipient by a third party without violation of any confidentiality restrictions, or (iv) is independently developed by the Recipient without access to or use of the Discloser’s information. QUDEF BV Confidential Information includes but is not limited to all SaaS Products (and any derivatives, performance data, benchmark results, security assessments, roadmaps and any other technical information relating to the SaaS Products), Documentation and its derivatives, and QUDEF BV’s pricing. The terms and conditions of this Agreement are the Confidential Information of both parties.

Non-disclosure and Non-Use. The Recipient shall (i) only use the Confidential Information of the Discloser to exercise its rights and/or to perform under this Agreement, (ii) use the same degree of care to prevent unauthorized use and disclosure of Discloser’s Confidential Information as it does for its own confidential information, but in no event less than reasonable care, and (iii) with respect to employees, contractors, or agents of Recipient, limit access to the Discloser’s Confidential Information only to those employees, contractors, or agents who have a need to access such Confidential Information and who are subject to confidentiality obligations at least as restrictive as those specified in this Section 13.  The Recipient may disclose the Discloser’s Confidential Information to the extent required by any court, governmental body, or law or regulation, provided that, if legally permissible, Recipient shall provide prompt written notice to the Discloser of such disclosure. Upon written request of the Discloser, the Recipient shall return or destroy, at Discloser’s option, the Discloser’s Confidential Information.

14. INTELLECTUAL PROPERTY

QUDEF BV owns the Services and the Sites, including all the source code, design features, functionality, rights, and intellectual property. The trademarks, logos, service marks, photos, videos, and content (“Platform Content”) are either owned by us or licensed to us and they are protected by copyright and trademark laws and various other intellectual property rights. The Platform Content provided within the Services and the Sites are for the use of the Customer and the Users only, and may not be used for any commercial use, except through the use of the Services or otherwise expressly authorized by us.

QUDEF BV may continue to develop the Services, add features, and/or make them available on different platforms. We may change the concept and features of the Services at our discretion. We may separate the Services into different smaller products or make the Services a part of another product. The Customer understands and agrees that we are under no obligation to keep the Services as they are at the time of the signing of the contract and the Services are subject to change and evolve according to our development plans and Customer feedback.

QUDEF BV grants the Customer a nonexclusive, nontransferable, limited license, which may not be sublicensed, for the use of the Services by the Customer, Users, and Guests in accordance with the Contract and Terms of Service.

15. COPYRIGHT INFRINGEMENTS

QUDEF BV values ownership rights. If you believe that any content on the Sites or within the Services is copyrighted and being used without appropriate licensing, please inform us. Similarly, if you suspect that any content on the Sites or within the Services infringes on a copyright you own or control, notify us. Be aware that you may be liable for damages if your notification contains significant misrepresentations, so ensure the form of copyright infringement is clear and consult your lawyer before contacting QUDEF BV.

16. OWNERSHIP

QUDEF BV owns and retains all rights, titles, and interests in SQOUT and its derivative works, except as explicitly licensed in this Agreement. The Customer is not required to provide QUDEF BV with any suggestions or feedback regarding the products or services ("Feedback"). If the Customer does provide Feedback, they assign ownership of that Feedback to QUDEF BV, which may use and modify the Feedback without any restrictions or compensation.

17. CUSTOMER DATA

While using the Services, Users submit various types of information and data to the Workspace, including target information, images, videos, comments, experiences, articles, reports, descriptive text, live recordings, hyperlinks, web-acquired data, messages, service-processed data, personal information, and user-generated information (“Customer Data”). The Customer can export content, manage Users and their roles, create integrations, manage permissions, create information types, change settings, adjust privacy, delete all or some of the content, and share Customer Data. Customer Data is provided by the Customer, who holds sole responsibility for it. We do not review any part of the Customer Data and are not liable for its content, including potential copyright infringements, legal violations, or offensive or sensitive information.

18. RESTRICTIONS

Except as otherwise stated, you and any User may not, and you shall not permit other Users to:

• Sell, rent, lease, sublicense, gift, transfer, transmit, publish, or make available any portion of the Services to third parties, including your affiliates.
• Disable, bypass, or interfere with any part of the Services to override restrictions, enable features, or alter the intended functionality of the Services.
• Systematically retrieve data or content from the Site or Services to create or compile, directly or indirectly, a product, database, software, or directory without our prior permission.
• Collect usernames or emails of Users for marketing purposes, such as sending unsolicited emails.
• Deceive, divert, or mislead us or Users to obtain sensitive account information or access Customer Data.
• Intentionally contact support with improper requests.
• Intentionally submit false reports of misuse or misconduct.
• Attempt to impersonate any User without permission for improper actions.
• Copy any part of the content provided with the Services for use elsewhere, except for promoting the Services, without our prior permission.
• Attempt to access, derive, or extract any part of source code of the Services and its components by reverse engineering, decompiling, decrypting, hacking, using special apps, or any other means.
• Use any automated software or hardware to access or monitor the Services for any reason.
• Knowingly use methods or technologies that would impose unreasonable loads on the infrastructure serving the Services.
• Modify, translate, or change any part of the Services without our prior permission.
• Copy or create any derivatives of the Services or Sites, or any part thereof.
• Develop or use any technology to impede the Services.
• Interfere with the integrity of the Services.
• Override or attempt to override the authentication process of the Services.
• Remove, modify, or conceal logos, trademarks, attributions, or other proprietary rights affixed to or provided within the Services or Sites, or any third party we work with, without our prior written approval.
• Use or display logos, marks, and other attributions related to us or the Services, other than for promoting the Services, without our prior written approval.
• Use, copy, or imitate parts of the Services or content within the Services or Sites to develop a competing service or product.
• Use the Services for any illegal purposes or in a way that would be unlawful.
• Use the Services in a way that would be harmful to Users, Customers, or any third parties.
• Use the Services for unauthorized marketing activities.
• Post disparaging, harmful, offensive, or fraudulent content that is open to the public and might harm us or other Users of the Services.
• Attempt to hack, access, or obtain login credentials, accounts, or the content of Customers, individuals, or organizations.
• Attempt to upload or transmit any harmful code such as viruses or Trojans to the Services or Sites that might interfere with, disrupt, alter, or modify the performance or integrity of the Services.
• Attempt to upload or transmit any material that acts as a passive or active information collector or transmitter, such as web bugs, cookies, or 1×1 gifs.
• Use the Services in any way that would breach the Contract.

The Customer agrees to be liable to us for any actions listed above carried out by any User that would breach the Terms of Service, as if such actions or breaches were done by the Customer.

19. LINKS

There may be links within the Services or Sites that are not owned or controlled by us. You understand and agree that we are not liable or responsible for their content or reliability, how you use them, or the privacy policies of any third-party websites. It is solely your responsibility to choose to click on these links and use the content as you see fit.

You may create and use links related to the Services and Sites under the following conditions:

• You shall not replicate the Services or Sites, in whole or in part.
• You shall not misrepresent the content of the link provided.
• You shall not use offensive or disparaging comments with your links.
• You shall not infringe any intellectual property rights or rights of any third party.
• Your link shall not be published in an environment that is considered unlawful, unethical, or offensive.

20. INDEMNITY

You agree to indemnify, defend, and hold harmless QUDEF BV, its affiliates, and their respective directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to your use or misuse of the Services or Sites, your violation of these Terms of Service, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity.

21. TERM AND TERMINATION

The access rights granted herein with respect to SQOUT will remain effective until the License Term for SQOUT expires. This Agreement will remain effective until the earliest of its termination or the expiration of the applicable License Term. If QUDEF BV agrees to reinstate a lapsed subscription license, the terms of this Agreement will apply. Either party may terminate this Agreement:

(a) upon thirty (30) days’ written notice of a material breach by the other party (or three (3) business days in the case of a failure to pay), unless the breach is cured within the notice period, or

(b) immediately, if the other party ceases to do business, becomes insolvent, or seeks protection under any bankruptcy or comparable proceedings.

Additionally, the parties may terminate this Agreement by mutual written consent. All other licenses will terminate upon the expiration or termination of this Agreement. Moreover, all liabilities that accrue prior to termination will survive the expiration or termination of this Agreement for any reason.

22. General

Export/Import. SQOUT or Documentation may be subject to U.S. and foreign import and export control laws and regulations. Customer agrees to comply with all such applicable regulations, including obtaining necessary import licenses.

U.S. Government End Users. SQOUT and Documentation are classified as "commercial items," as defined in 48 C.F.R. 2.101. SQOUT and Documentation are licensed to U.S. Government end users only as "commercial items" with the same rights granted to all other end users under this Agreement.

Data Communications. QUDEF BV will only collect, access, use, store, safeguard, disclose, and transfer ("Process") Personal Information (i) for the purposes of this Agreement, including to implement and deliver SQOUT and its features and associated services, provide Customer support, and help prevent or address service or technical problems, (ii) as expressly permitted by Customer in writing, or (iii) as required by law. Customer is responsible for making necessary disclosures, obtaining consents, and providing access, choices, and other rights to individual users concerning the Processing of Personal Information as required by applicable law. "Personal Information" refers to any information relating to an identified or identifiable individual user that is obtained by or communicated to QUDEF BV by Customer in performing this Agreement. QUDEF BV may collect, analyze, and use aggregated, de-identified technical data and related information (such as product or feature usage, device metrics/metadata, and/or mobile application usage) for market research, product development/improvement, and to provide support and maintenance services. QUDEF BV may use, store, or disclose such information as long as it does not identify or attribute to any individual.

Equitable Relief. The parties agree that a material breach of this Agreement affecting QUDEF BV’s or its suppliers’ intellectual property rights in SQOUT or either party’s Confidential Information may cause irreparable harm, for which monetary damages would be an inadequate remedy. The non-breaching party is entitled to equitable relief (without needing to post a bond) in addition to any other remedies available under this Agreement or at law.

Waiver & Severability; Amendments. Failure to enforce any provision of this Agreement by either party does not constitute a waiver of any other provision or subsequent breach. If any provision of this Agreement is found to be illegal, invalid, or unenforceable, it will be enforced to the maximum extent permissible to reflect the parties' intent, and the remaining provisions will remain in full force and effect. This Agreement may only be amended or any term waived by written consent of both parties.

Notices. Except as otherwise provided, all legal notices to Customer will be given in writing to any Customer address listed on the applicable Order. All legal notices to QUDEF BV will be sent to: QUDEF BV, Elektronicaweg 10, 2628 XG Delft, The Netherlands. Email: support@qudef.com. Notices are effective (a) upon personal delivery, (b) on the reported delivery date if sent by recognized international or overnight courier or fax, or (c) five business days after being sent by registered or certified mail (or ten days for international mail). Purchase orders, invoices, and other order-related documents are not legal notices and may be delivered electronically per standard ordering procedures.

Entire Agreement. This Agreement, including any attached schedules, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements, representations, communications, and understandings, written or oral, relating to that subject matter. It is not intended to confer rights or remedies on any person other than the signatories. This Agreement prevails over any conflicting or additional terms of any ordering document, acknowledgment, confirmation, or other document issued by Customer before or after the execution of this Agreement, unless such terms are introduced via an amendment accepted in writing by both parties. Section headings are for convenience and not for use in interpreting this Agreement.

Modification and Discontinuation. We reserve the right to modify, edit, delete, suspend, or discontinue, temporarily or permanently, this Website (or any part thereof) and/or the information, materials, products, and/or services available through this Website (or any part thereof) at any time and from time to time, with or without notice. You agree that we shall not be liable to you or any third party for any such modifications, editing, deletions, suspensions, or discontinuations of this Website.

23. CONTACT INFORMATION

For any questions about these Terms of Use, please contact us at support@qudef.com.

24. REFERENCING

Proper Referencing of SQOUT. When referencing SQOUT or any of its components, including its content, software, documentation, or related materials, whether in academic, professional, or other contexts, you agree to adhere to the following guidelines:

1. Attribution: Properly attribute SQOUT by clearly acknowledging it as the source of the referenced material. Include the title of the specific component, the author(s) if applicable, and the date of publication or last update.
2. Format: Format the reference according to commonly accepted citation styles appropriate for the context, such as APA, MLA, Chicago, or any other style specified by your institution or publication guidelines.
3. Link (if applicable): If referencing SQOUT online or in digital formats, provide a direct hyperlink to the specific SQOUT webpage or resource being referenced, if feasible.
4. Accuracy: Ensure that any references to SQOUT accurately represent the content or information provided therein without misrepresentation or alteration.

Citing a whole website example:

QuDef. SQOUT. 2024, https://sqout.qudef.com/. Accessed on 1 July 2024.

Citing a page example:

QuDef. "Techniques / Photon-Number-Splitting (PNS) Attack". SQOUT, https://sqout.qudef.com/technique/A-0044. Accessed on 1 July 2024.

By referencing SQOUT in accordance with these guidelines, you acknowledge and respect the intellectual property rights associated with SQOUT and contribute to maintaining the integrity and reliability of its content.

BY ACCESSING OR USING SQOUT, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF USE.