Qyrus, Inc, and its affiliates and subsidiaries, provides subscription service that allows our members to access and use all the websites, applications, services, including all features and functionalities, the website and user interfaces, as well as all content and software associated with our service (collectively the Platform).  

These Terms of Use (Terms) govern you use and access of all Qyrus branded publicly available websites, including [www.qyrus.com]. As used in these Terms, “Qyrus Service”, “our Service”, or “the Service” means the personalized service provided by Qyrus for discovering and using Qyrus Service., including any platform support services. If you are accessing the Platform on behalf of any entity you represent and warrant that you are authorized to accept these Terms on such entity’s behalf and, by accepting these Terms, you are hereby binding such entity to the Terms. 

1. Service  
   1. You need to register with us, and create an account to be able to avail all our Services.  
   2. You have to be a person who has attained the age of majority in your jurisdiction, and bots or other automated methods are not permitted to register accounts with us.  
   3. A legal entity can only have one account with us, and may request for multiple logins to be created, as per their subscription plans. Your login may only be used by one person – i.e., a single login may not be shared by multiple people.  
   4. You must provide valid e-mail address, in order to complete the registration process, and you may also be required to provide us with your phone number for authentication purposes. Any other information related to you, which would include personally identifiable information is required to create an account, either for yourself or on behalf of a legal entity, and for subscription accounts, additional information will be necessary for billing purposes. 
   5. To gain access to the entire Platform and all functionalities, you need to avail one of our subscription plans, either as an individual user or as a user through a corporate account log-in. We may offer several subscription plans and models, us with one or more Payment Methods. “Payment Method” means a current, valid, accepted method of payment, as may be updated from time to time, and which may include payment through your account with a third party. Unless you cancel your subscription before your billing date, you authorize us to charge the subscription fee for the next billing cycle to your Payment Method. To cancel, you need to write to invoicing@qyrus.com  
   6. You will be solely responsible for maintaining the confidentiality of your account information, including your password, and for any and all activity that occurs under your Account. You agree to notify Qyrus immediately of any unauthorized use of your account or password, or any other breach of security. However, you will remain responsible for losses incurred by Qyrus or by any other party due to your knowingly or inadvertently permitting unauthorized use of your account or your account information. You may not use anyone else’s ID, password or account at any time unless we expressly pre-approve such use, or unless expressly permitted under a services agreement. Qyrus cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations. Registration for any account is void where the user lacks the requisite eligibility for registration or if such registration is otherwise prohibited. 
   7. Upon subscription you will be required to agree to the specific terms of our Software as a Service Agreement (SaaS Agreement) Access to the software, Platform services will be subject to the SaaS Agreement governing your use of the Platform Services and to any terms and conditions of any applicable third-party software license agreement identified in the software or the Platform Services. In case of any conflict between these Terms and the SaaS Agreement, the SaaS Agreement shall control but only to the extent necessary to eliminate the conflict. 
   8. Qyrus provides the Platform to you upon your complete acceptance and agreement to these Terms, without any modifications. Your use, continued use of the Platform, is an indication of your agreement to these Terms.  
   9. We reserve the right to change, modify, add to, or remove portions of these Terms in our sole discretion at any time and we will, at our sole discretion, and provide you with e-mail notice of the modification. You should check these Terms periodically for changes and you can determine when these Terms were last revised by referring to the “Last Updated” reference at the top of these Terms. Any modification shall be effective immediately upon the uploading of modified Terms, unless otherwise specified. You indicate your agreement to comply with, and be bound by, any such modification by continuing to use or access the Platform after modified Terms are posted. If the modified Terms are not acceptable to you, your sole recourse is to discontinue your use of the Platform. 
   10. Provided that you comply, and remain compliant at all times, with  these Terms and any other policies or restrictions posted on or transmitted through the Platform, Qyrus grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform. Except as otherwise specifically noted in these Terms or on the Platform, the software, any submissions (as later defined), and all other information, content, user interfaces, graphics, registered or unregistered trademarks, logos, images, artwork, videos, and documents, and the design, structure, selection, coordination, expression, “look and feel” and arrangement of such materials, made available through the Platform (collectively, the “Content”), regardless of its source or creation, is owned, controlled or licensed by or to Qyrus, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws, and Qyrus reserves and retains all rights in and to such Content. Any reproduction, redistribution or other use or exploitation of software in violation of any applicable license or in violation of any license granted under these Terms or, if applicable, under a services Agreement, is expressly prohibited by law, and may result in civil and criminal penalties. 
   11. Except solely as necessary for you to access the Platform for the intended purpose pursuant to these Terms, you may not copy, collect, modify, create derivative works or uses of, translate, distribute, transmit, publish, re-publish, perform, display, post, download, upload, sublicense, transfer, dispose of, resell or sell the Content or any other part of the Services. Except as expressly set forth in these Terms, these Terms do not grant to you any license to any intellectual property rights or other proprietary rights, including any implied licenses or licenses granted by estoppel or otherwise. 
   12. Your submissions. At our sole discretion, you may be permitted to provide Submissions (as defined in the next sentence) to the Platform (e.g., through our forums). “Submissions” are defined to include: any messages, emails, text, graphics, code, questions, suggestions, comments, feedback, ideas, plans, notes, drawings, sample data, sound, images, video, original or creative materials, and other items or materials that you may provide to discussion forums, blogs, or other interactive features or areas of the Services where you or other users can create, post, transmit or store Content. Unless otherwise specifically agreed to by you and Qyrus, by uploading, e-mailing, posting, publishing or otherwise transmitting any Submission, you hereby acknowledge that such Submission is non-confidential and you automatically grant (or warrant that the owner of such rights has expressly granted) to Qyrus a perpetual, irrevocable, worldwide, non-exclusive, sub-licensable, fully paid-up and royalty-free license to use, make, have made, offer for sale, sell, copy, distribute, perform, display (whether publicly or otherwise), modify, adapt, publish, transmit and otherwise exploit such Submission, by means of any form, medium, or technology now known or later developed, and to grant to others rights to do any of the foregoing. In addition, you warrant that all so-called moral rights in such Submission have been waived. Note that you cannot upload your software, codes, and related data to the website generally, but will only be able to do so through a registered account, for a subscription fee, and the terms governing processing of such data are within the SaaS Agreement [provide hyperlink if possible].  
   13. You warrant that you have all rights necessary for you to grant the license granted in the prior paragraph, and that such Submission, and your provision thereof to and through the Platform, does not violate any privacy, publicity, contractual, intellectual property, or other right or rights of any person or entity or otherwise violate any applicable laws, rules or regulations. You acknowledge that Qyrus may have ideas or materials already under consideration or development that are or may be similar to your Submissions and that you are not entitled to any form of compensation or reimbursement from Qyrus in connection with your Submissions. You agree to be fully responsible for, and to pay any and all royalties, fees, damages, and any other monies owing to any person or entity by reason of, any Submission you provide to the Platform. We reserve the right to terminate access to all or any part of the Platform for anyone we suspect to be an infringer of our or any third party’s intellectual property rights of any kind whatsoever. 
   14. You agree that you will not, and will not authorize another to, post Submissions containing: 
       1. anything that is or may be (a) threatening, harassing, degrading, abusive or hateful; (b) an incitement to violence, terrorism or other wrongdoing; (c) defamatory or libelous; (d) invasive of privacy rights; (e) fraudulent, deceptive, impersonating of any person or entity, or misrepresentative of your affiliation with any person or entity; (f) obscene, pornographic, indecent, grotesque or otherwise objectionable; or (g) protected by copyright, trademark, confidentiality obligations, or other proprietary or privacy right without the express prior written consent of the owner of such right; 
       2. any virus, worm, Trojan horse or other computer code, file, data or program that is harmful, disruptive, corrupted, or invasive, or may be or is intended to damage or hijack the operation of any hardware or software; 
       3. any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letter, pyramid scheme, political campaign message, offering of an investment opportunity, or any other form of solicitation; 
       4. any personally identifiable information; 
       5. any material with respect to which you do not have all rights, power and authority necessary for its collection, use and processing, or where your use and provision to the Platform would breach any agreement between you and any third party; or,  
       6. any other material, the posting or usage of which would give rise to criminal or civil liability, or cause violation of any rules or regulations, or that encourages conduct that constitutes a criminal offense.  
   15. We do not generally preview, screen the Submissions and do not control the Submissions, though we reserve the right to screen the Submissions. We do not guarantee the accuracy, quality or appropriateness of Submissions and disclaim any responsibility for Submissions, including any liability for errors or omissions, or for any loss or damage of any kind incurred as a result of their use. We reserve the right in our sole discretion to refuse, delete, screen or edit Submissions, provided that even if we do remove or alter any Submission, we shall have no obligation to stop our other uses of such Submission or any other Submission as permitted above. We have no obligation to store any of your Submissions. We have no responsibility or liability for the deletion or failure to store, transmit or receive your Submissions, nor do we have any responsibility for the security, privacy, storage or transmission of other communications originating with or involving your use of the Platform.  
   16. Our Privacy Policy govern your Submissions, and you shall not upload or provide any PII, in contravention of our policies. If we learn that we have collected personal information from or about anyone under age 18, we will delete that information as quickly as possible. If you believe that we might have any information from or about a child under 18, please contact us at infosec@qyrus.com with the subject “Child Data”. 
2. Your Use of the Platform  
   1. Throughout your use of the Platform, our Software, our Services, our websites, you need to comply with all applicable laws, rules and regulations. We also expect you to respect the rights and dignity of others. Your use of the Platform is subject to the Terms, and other applicable agreements and policies, and any failure to comply may also result in termination of your access to the Platform. You further agree that you will not use the Platform: 
      1. for any purpose that is illegal, fraudulent, deceptive or unauthorized by these Terms; 
      2. engage in or promote any conduct that is offensive, harassing, predatory, stalking, violent, threatening, discriminatory, racist, hateful, or otherwise harmful, against any individual or group; 
      3. harvest or collect information about any third parties, including their email addresses or other personally identifiable information; 
      4. impersonate or post on behalf of, or express or imply the endorsement of, any individual or entity, including Qyrus or any of its representatives, or otherwise misrepresent your affiliation with a person or entity; 
      5. in any manner, whether deliberate or otherwise, including without limitation a denial of service attack, that could in any way (a) interfere with, damage, disable, overburden or impair the functioning of the Platform, or Qyrus’s systems or networks, or any systems or networks connected to the Platform, or (b) violate any requirements, procedures, policies or regulations of such systems or networks; 
      6. operate non-permissioned network services, including open proxies, mail relays or recursive domain name servers, or use any means to bypass user limitations relating to the Platform; 
      7. use or attempt to use any account you are not authorized to use; 
      8. modify, adapt, create derivative works of, translate, reverse engineer, decompile or disassemble any portion of the Platform (including any Content or other materials available through the Platform), or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any area, Content or code within the Platform except as, and solely to the extent, expressly authorized under applicable law overriding any of these restrictions. 
3. Third Party Websites 
   1. We may from time to time at our discretion host or provide links to services, products, web pages, websites or other content of third parties (Third-Party Content). The inclusion of any link to, or the hosting of, any Third-Party Content is provided solely as a convenience to our users, including you, and does not imply affiliation, endorsement, approval, control or adoption by us of the Third-Party Content. We make no claims or representations regarding, and accept no responsibility or liability for, Third-Party Content including without limitation its quality, accuracy, nature, ownership or reliability. Your use of Third-Party Content is at your own risk. We urge you to refer to their usage terms and policies which will govern your interactions, for none of our policies, including these Terms will govern your interactions with the third parties.  
4. Billing and Cancellation 
   1. The subscription fees for the Qyrus service and any other charges you may incur in connection with your use of the service, such as taxes and possible transaction fees, will be charged to your Payment Method on the specific payment date indicated on the “Account” page. The length of your billing cycle will depend on the type of subscription that you choose when you signed up for the service. Visit our website and click on the “Billing details” link on the “Account” page to see your next payment date. We may authorize your Payment Method in anticipation of membership or service-related charges through various methods, including authorizing it for up to approximately one month of service as soon as you register.  
   2. For monthly or yearly payment plans, the Service is billed in advance on a monthly or yearly basis respectively and is non-refundable. There will be no refunds or credits for partial months of service, downgrade refunds, or refunds for months unused with an open Account; however, the service will remain active for the length of the paid billing period.  
   3. The subscription fees paid by the users are not refundable, and cannot be redeemed against any other Services. 
   4. You may choose to pause your subscription at any moment, by writing to us, at  invoicing@qyrus.com 
5. Specific Products and Services 
   1. There are specific products and services which are offered by Qyrus, to its customers, end users. Each of these products particularly relates to: AI infused application testing; business packaged application testing; custom application functional testing; end-to-end test automation; nonfunctional performance testing; test management; testing of AI; visual testing. These products have their own set parameters and broadly governed by these Terms, and may have their own specific terms applicable to each product or service.  
   2. Each of these products have a powerful ecosystem of AI driven tools called single use agents, which are designed to tackle complex quality assurance challenges throughout the software development lifecycle.  
   3. Note that Qyrus encourages the users to only upload synthetic data to be able to test their own products, and in the event where the user chooses to upload any PII, they will be in violation of their respective SaaS Agreements.  
   4. Qyrus products allow you to design, build, test, release and maintain. Qyrus relies on third party cloud service providers, like Amazon Web Services, to be able to serve you better. You can know more about our products and services here: https://www.qyrus.com/platform/. You will need to write to us to be able to explore further, and engage as an enterprise user. For any demos, you will have to write to us at marketing@qyrus.com or request through our website, and our team members will reach out to you for arranging a demo. The demo shall be governed by these Terms and any additional acceptable use terms and conditions which will be communicated to you, as applicable.  
6. Disclaimer of Warranties 
   1. YOU EXPRESSLY AGREE THAT YOUR USE OF THE PLATFORM, INCLUDING ANY CONTENT, IS AT YOUR SOLE RISK. ALL OF THE PLATFORM, CODES AND CONTENT ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND QYRUS MAKES NO RELATED REPRESENTATIONS, AND DISCLAIMS ALL POSSIBLE WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM OR CONTENT ARE ACCURATE, CONTINUOUSLY AVAILABLE, COMPLETE, RELIABLE, SECURE, CURRENT, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. QYRUS CANNOT AND DOES NOT GUARANTEE THAT ANY DEFECTS, ERRORS OR OMISSIONS WILL BE CORRECTED, REGARDLESS OF WHETHER QYRUS IS AWARE OF SUCH DEFECTS, ERRORS OR OMISSIONS. YOU ACKNOWLEDGE THAT THE DISCLAIMERS, LIMITATIONS, AND WAIVERS OF LIABILITY SET FORTH IN THIS SECTION SHALL SURVIVE ANY EXPIRATION OR TERMINATION OF THESE TERMS OR YOUR USE OF THE PLATFORM. 
7. Limitation of Liability  
   1. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE PLATFORM AND CONTENT REMAINS WITH YOU. IN NO EVENT WILL QYRUS OR ANY OF ITS DIRECTORS, EMPLOYEES, AGENTS OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES) ARISING OUT OF OR IN CONNECTION WITH THE PLATFORM, AND ANY CONTENT, SERVICES OR PRODUCTS INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH THE PLATFORM, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, EQUITY OR OTHERWISE) AND EVEN IF WE ARE AWARE OF OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR TOTAL CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM THE USE OF OR INABILITY TO USE THE PLATFORM, INCLUDING ANY CONTENT, OR FROM THE USE OF OR EXPOSURE TO ANY SUBMISSIONS, EXCEED FIFTY DOLLARS ($50.00). MULTIPLE CLAIMS WILL NOT EXPAND THIS LIMITATION. 
8. Indemnification 
   1. To the fullest extent permitted by law, you agree to indemnify, defend and hold harmless Qyrus, its officers, directors, shareholders, successors in interest, employees, agents, subsidiaries and affiliates, from and against any and all actual or threatened third party claims (groundless or otherwise), demands, losses, damages, costs and liability, proceedings (at law or in equity) and expenses (including reasonable attorneys’ and expert fees and costs of investigation) arising out of or in connection with (a) your use of the Platform, including without limitation any of your Submissions, (b) your breach of these Terms, including your breach of any covenant, representation, warranty, term, or condition set forth herein, (c) your violation of any law or regulation or of any third party rights, including infringement, libel, misappropriation, or other violation of any third party’s intellectual property or other legal rights or (d) the disclosure, solicitation or use of any personally identifiable information by you, whether with or without your knowledge or consent. Qyrus reserves the right, however, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with Qyrus’ defense of such claim, and in no event may you agree to any settlement affecting Qyrus without Qyrus’ prior written consent. 
9. Suspension or Termination of Our Services  
   1. Notwithstanding any provision to the contrary in these Terms, you agree that Qyrus may, in its sole discretion and with or without prior notice, for any or no reason, suspend or terminate your access to any or all of the Platform and/or block your future access to any or all of the Platform, including without limitation for any of the following reasons: (a) if we determine that you have violated any provision, or the spirit, of these Terms, (b) in response to a request by a law enforcement or other government agency, (c) due to discontinuance or material modification of any of the Platform, or (d) due to unexpected technical issues or problems. Qyrus shall not be liable to you or any third party for any termination of your access to any part of the Platform. The rights and obligations of these Terms which by their nature should survive, shall so survive any termination of your use of the Platform. 
   2. Qyrus may terminate the services available via the Platform, and may discontinue the availability of any of its products and services, at its sole discretion.  
10. General Terms 
    1. The Terms and the relationship between each user and Qyrus shall be governed by the laws of the State of Illinois without regard to its conflict of law provisions and each party shall submit to the personal and exclusive jurisdiction of the courts located in Chicago, Illinois. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. Except to the extent a Services Agreement applies, these Terms, along with the Privacy Policy, constitute the entire agreement between you and Qyrus with respect to your use of the Platform and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Qyrus with respect to the Platform. If any provision of the Terms 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 the Terms remain in full force and effect.  
    2. For contractual purposes, you (1) consent to receive communications from us in an electronic form via the email address you have submitted or via the Service; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that those communications would satisfy if they were on paper. 
    3. A party may only waive its rights under these Terms by a written document executed by both parties. Qyrus’ failure to insist on or enforce strict performance of these Terms shall not be construed as a waiver by Qyrus of any provision or any right it has to enforce these Terms, nor shall any course of conduct between Qyrus and you or any other party be deemed to modify any provision of these Terms.  
    4. The headings of the sections of these Terms are for convenience of reference only and are not intended to restrict, affect or be of any weight in the interpretation or construction of the provisions of such sections. 
    5. None of your rights or duties under these Terms may be transferred, assigned or delegated by you without our prior written consent, and any attempted transfer, assignment or delegation without such consent will be void and without effect.  
    6. We may freely transfer, assign or delegate any of our rights or duties under these Terms. Subject to the foregoing, these Terms will be binding upon and will inure to the benefit of the parties and their respective representatives, heirs, administrators, successors and permitted assigns.  
    7. No provision of these Terms is intended for the benefit of any third party, and the parties do not intend that any provision should be enforceable by a third party.  
    8. Our relationship is an independent contractor relationship, and neither these Terms nor any actions by either party may be interpreted as creating an agency or partnership relationship.  
    9. Nothing in these Terms shall be construed to obligate Qyrus to enter into or engage with you on any commercial transaction.  
    10. You represent and warrant that you will not export or re-export any part of the Platform, Software in violation of any applicable regulations.  
    11. You acknowledge that your breach of any of the provisions of these Terms may cause immediate and irreparable harm to Qyrus for which we may not have an adequate remedy in money damages. We will therefore be entitled to obtain an injunction against such breach from any court of competent jurisdiction immediately upon request and will be entitled to recover from you the costs incurred in seeking such an injunction. The availability or exercise of our right to obtain injunctive relief will not limit our right to seek or obtain any other remedy. 
    12. You agree that we will not be liable for delays, failures, or inadequate performance of the Platform resulting from conditions outside of our reasonable control, including but not limited to natural disasters or other acts of God, failure of telecommunications networks or any other network or utility, threatened or actual acts of terrorism or war, riots, labor strikes, or governmental acts or orders. 
11. Contact  
    1. You can reach out to us at legal@qyrus.com if you have any questions or concerns about the Terms or the Platform. You may also e-mail us at that address if you would like to report what you believe to be a violation of these Terms.  
12. Changes to these Terms  
    1. We reserve the right, at our sole discretion, to amend these Terms at any time and will update these Terms in the event of any such amendments. We will notify our users of material changes in this Agreement, at least 30 days prior to the change taking effect by posting a notice on our website or sending email to the primary email address specified in your Qyrus account. For any other modifications, your continued use of the Website constitutes agreement with our revisions of these Terms of Service. You can view all changes to these Terms in our policies repository, or by writing to us at legal@qyrus.com. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website (or any part of it) with or without notice.