Last Updated: January 8, 2021
Please read these Terms of Service (the “Terms”) carefully because they govern your use of the website located at https://www.qawolf.com (the “Site”) and the browser testing services accessible via the Site offered by QA Wolf, Inc (“QA Wolf”). To make these Terms easier to read, the Site and our services are collectively called the “Services.”
IMPORTANT NOTICE REGARDING ARBITRATION FOR U.S. CUSTOMERS: WHEN YOU AGREE TO THESE TERMS YOU ARE AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND QA WOLF THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 17 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING ARBITRATION.
1. Agreement to Terms.
By using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. If you are accessing and using the Services: (i) on your own behalf, you represent and warrant that you are 18 years or older, or (ii) on behalf of a company (such as your employer) or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, “you” and “your” will refer to that entity.
Subject to the terms and conditions of these Terms, QA Wolf hereby grants you a limited, non-exclusive, non-transferable (except in compliance with Section 16(a)) license to access the Services during the Subscription period, solely for your internal business purposes. You acknowledge and agree that your access to the Services is based on QA Wolf’s usage model.
3. Changes to these Terms or the Services.
We may update the Terms from time to time at our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Site and/or may also send other communications. It’s important that you review the Terms whenever we update them or you use the Services. If you continue to use the Services after we have posted updated Terms it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services anymore. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
4. Your Representations.
By using our Services, you represent and warrant that:
- You have all the necessary rights, authority and licenses to access the websites you are testing via the Services; and
- All registration information submitted by you is accurate, current and complete (and you will maintain the accuracy of such information and promptly update such information as necessary).
- Reservation of Rights. QA Wolf and its licensors exclusively own all right, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
- Feedback. We appreciate feedback, comments, ideas, proposals and suggestions for improvements to the Services (“Feedback”). If you choose to submit Feedback, you agree that we are free to use it without any restriction or compensation to you.
QA Wolf requires payment of a fee for use of the Services and you agree to pay such fees.
- General. When you purchase a Subscription from QA Wolf, you expressly authorize us (or our third-party payment processor) to charge you for such Subscription. We may ask you to supply additional information relevant to your Subscription, including your credit card number, the expiration date of your credit card and your email and postal addresses for billing and notification (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. When you initiate a Subscription, you authorize us to provide your Payment Information to third parties so we can complete your Subscription and to charge your payment method for the type of Subscription you have selected (plus any applicable taxes and other charges). You may need to provide additional information to verify your identity before completing your Subscription (such information is included within the definition of Payment Information). By initiating a Subscription, you agree to the pricing, payment and billing policies applicable to such fees and charges, as posted or otherwise communicated to you. All payments for Subscriptions are non-refundable and non-transferable except as expressly provided in these Terms. All fees and applicable taxes, if any, are payable in United States dollars.
- Subscriptions. You will be charged the Subscription fee every thirty (30) days, plus any applicable taxes, and other charges (“Subscription Fee”), at the beginning of your Subscription and then every thirty (30) days thereafter, at the then-current Subscription Fee. BY PURCHASING A SUBSCRIPTION, YOU AUTHORIZE QA WOLF TO INITIATE RECURRING NON-REFUNDABLE PAYMENTS AS SET FORTH BELOW. If you purchase a Subscription, we (or our third-party payment processor) will automatically charge you on the thirty (30) day anniversary of the commencement of your Subscription, using the Payment Information you have provided until you cancel your Subscription. By agreeing to these Terms and electing to purchase a Subscription, you acknowledge that your Subscription has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your Subscription by you or QA Wolf. Your Subscription continues until cancelled by you or we terminate your access to or use of the Services or Subscription in accordance with these Terms.
- Cancelling Subscription. You may cancel your Subscription at any time, but please note that such cancellation will be effective at the end of the then-current Subscription period. YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF THE SUBSCRIPTION FEE PAID FOR THE THEN CURRENT SUBSCRIPTION PERIOD AT THE TIME OF CANCELLATION. To cancel, you can send an email to firstname.lastname@example.org. You will be responsible for all Subscription Fees (plus any applicable taxes and other charges) incurred for the then-current Subscription period. If you cancel, your right to use the Services will continue until the end of your then current Subscription period and will then terminate without further charges.
7. Your Content.
- Posting Content. Our Services may allow you to store or share content such as text (in posts or communications with others), files, tests, documents, graphics, images, music, software, audio and video. Anything (other than Feedback) that you post or otherwise make available through the Services is referred to as “User Content”. QA Wolf does not claim any ownership rights in any User Content and nothing in these Terms will be deemed to restrict any rights that you may have to your User Content.
- Permissions to Your User Content. By making any User Content available through the Services you hereby grant to QA Wolf a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your User Content in connection with operating and providing the Services.
- Your Responsibility for User Content. You are solely responsible for all your User Content. You represent and warrant that you have (and will have) all rights that are necessary to grant us the license rights in your User Content under these Terms. You represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by QA Wolf on or through the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
- Removal of User Content. If you request, we can remove your User Content by deleting it. You should know that in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Services. To the maximum extent permitted by law, we are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
- QA Wolf’s Intellectual Property. We may make available through the Services content that is subject to intellectual property rights. We retain all rights to that content.
You agree not to do any of the following:
- Use or access the Services for any purpose other than your own internal business purposes. For the avoidance of doubt, you are prohibited from using the Services for any web scraping or similar activity;
- Use, display, mirror or frame the Services or any individual element within the Services, QA Wolf’s name, any QA Wolf trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without QA Wolf’s express written consent. For the avoidance of doubt, the restriction in this section 7(a) does not prevent you from blogging or Tweeting about the Services or QA Wolf;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
- Attempt to impersonate another user or person, or use the account of another user;
- Defraud, trick or otherwise mislead QA Wolf or other users; and
- Use the Services for any illegal or unauthorized purpose, or in any way that will violate any applicable law or regulation.
9. Your Data.
- We will maintain certain data that you transmit to the Site for the purpose of managing the Site, and also data relating to your use of the Services. You grant us a non-exclusive, worldwide, royalty-free right and license to use, host, reproduce, display, perform and modify such data solely for the purposes of hosting, operating, improving and providing the Services. QA Wolf will use commercially reasonable efforts and take no less than industry standard precautions to store, collect, transmit, handle and receive all data received from you in connection with these Terms, and will cooperate with you in good faith with respect to any issue, inquiry or incident involving the security of such data to the extent necessary to comply with applicable laws, rules and regulations including, without limitation, all application data protection and privacy laws.
- You are solely responsible for all the data that you transmit or that relates to any activity that you have undertaken using the Services. You represent and warrant that such data is not personal data. You agree that we have no liability to you for any corruption or loss of such data, and you hereby waive any right of action against us arising from such corruption or loss of such data. Once your Subscription has been terminated, and at your request, we will delete from our servers the following data associated with your account: (a) recorded test definitions (i.e., individual test steps), (b) server logs, browser logs, and network logs, and (c) video recordings of test executions. We will maintain a numeric summary of tests recorded, tests executed and success/failure metrics.
10. Links to Third Party Websites or Resources.
The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party resources.
11. Term and Termination.
At the end of the first thirty (30) days of your Subscription, your Subscription will automatically renew for additional periods of thirty (30) days, unless you cancel your Subscription in accordance with Section 6(c) or QA Wolf decides to terminate your Subscription. Upon any termination, discontinuation or cancellation of the Services or your account, the following Sections will survive: 6 (“Payment”) (only for payments due and owing to QA Wolf prior to the termination), 7 (“Restrictions”), 9 (“Termination”), 10 (“Warranty Disclaimers”), 11 (“Indemnity”), 12 (“Limitation of Liability”), 13 (“Governing Law and Forum Choice”), 14 (“Dispute Resolution”), and 15 (“General Terms”).
12. Use of Logo.
You hereby grant QA Wolf the express right to use your company’s logo in marketing, sales, financial, and public relations materials and other communications solely to identify your company as a QA Wolf customer. Other than as expressly stated herein, QA Wolf will not use your company's marks, codes, drawings or specifications without the prior written permission of your company.
13. Warranty Disclaimers.
THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any information or content on the Services.
You will indemnify and hold QA Wolf and its officers, directors, employees and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services or (b) your violation of these Terms.
15. Limitation of Liability.
- TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER QA WOLF NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT QA WOLF OR ITS SERVICE PROVIDERS HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
- TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL QA WOLF’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES EXCEED THE AMOUNTS YOU HAVE PAID OR ARE PAYABLE BY YOU TO QA WOLF FOR USE OF THE SERVICES OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO CLIENT, AS APPLICABLE.
- THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN CLIENT AND YOU.
16. Governing Law and Forum Choice.
These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth in Section 14 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined below) that you and QA Wolf are not required to arbitrate will be the state and federal courts located in San Francisco county, California and you and QA Wolf each waive any objection to jurisdiction and venue in such courts.
17. Dispute Resolution.
- Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and QA Wolf agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and QA Wolf are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
- Exceptions. As limited exceptions to Section 17(a) above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
- Conducting Arbitration and Arbitration Rules. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at www.adr.org.
Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
- Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules, and we won’t seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration, we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and expenses to the extent provided under applicable law.
- Injunctive and Declaratory Relief. Except as provided in Section 14(b) above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
- Class Action Waiver. YOU AND QA WOLF AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties’ Dispute is resolved through arbitration, the arbitrator may not consolidate another person’s claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
- Severability. With the exception of any of the provisions in Section 14(f) of these Terms (“Class Action Waiver”), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
18. General Terms.
- Entire Agreement. These Terms constitute the entire and exclusive understanding and agreement between QA Wolf and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between QA Wolf and you regarding the Services. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect. You may not assign or transfer these Terms, by operation of law or otherwise, without QA Wolf’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. QA Wolf may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
- Notices. Any notices or other communications provided by QA Wolf under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
- Waiver of Rights. QA Wolf’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of QA Wolf. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
19. Contact Information.
If you have any questions about these Terms or the Services, please contact QA Wolf at email@example.com.