PLEASE READ THE FOLLOWING TERMS CAREFULLY BEFORE REGISTERING FOR, ACCESSING AND/OR USING THE QUINO SERVICE

1.1 This Terms of Service is entered into between Quino Zártkörűen Működő Részvénytársaság (Vendor) and the Client and governs the acquisition and use of Quino (the “Service”) as described in this Terms of Service. Quino Zártkörűen Működő Részvénytársaság and Client are sometimes referred to herein individually as a Party and together as the Parties.

1.2 By registering for, accessing, and/or using the Services, the Client agrees, without limitation or qualification, to be bound by and to comply with this Terms of Service. If the Client does not agree to be bound by this Terms of Service (and any applicable Additional Terms or Policies), then they are not authorized to use the applicable Services and must immediately discontinue use and permanently delete all software components in their possession that were provided by Quino Zártkörűen Működő Részvénytársaság in relation to the Services.

1.3 Quino is only intended for individuals aged 13 years or older. If you are under 13 years please do not visit or use the Service. If you are between 13 and 18 years of age, then you must review these Terms and the additional terms or policies with your parent or guardian before using the Service.

1.4 If you violate any of these Terms of Service, we reserve the right to cancel your account or block access to your account without notice.

1.5 If this Terms of Service is on behalf of a company or other legal entity, the Client represents that they have the authority to enter into such acceptance and to bind such entity and its affiliated users to the terms of this Terms of Service, in which case references to the Client in this Terms of Service shall mean such entity.

1.6 This Terms of Service applies to the Service specified herein and does not replace or supersede any separate agreement(s) the Client may have with Quino Zártkörűen Működő Részvénytársaság applicable to other Quino Zártkörűen Működő Részvénytársaság products and/or services.

1.7 These Terms of service are governed by the laws of the State of Hungary and the Client agrees that the Hungarian courts shall have exclusive jurisdiction in any dispute. Quino Zártkörűen Működő Részvénytársaság reserves the right to unilaterally modify the terms and conditions of this Terms of Service at any time and without prior notice. If a revision is substantial, notice will be given at least 30 days before the new terms come into force

2 GRANT OF LICENSE AND RESTRICTIONS

2.1 Subject to the terms hereof and any applicable user/use limitations, Quino Zártkörűen Működő Részvénytársaság grants Client a personal, non-trasferable, non-exclusive right to access and use the Service as described in this Terms of Service and in the other applicable Additional Terms or Policies.

2.2 Client is responsible to comply with all relevant terms of this Terms of Service and any failure to comply will constitute a breach by Client.

2.3 In order to use the Service, the Client has to to create an Account. You must not allow anyone other than yourself or, if applicable, a permitted End User to access and use your Account. You acknowledge and agree to remain solely responsible and liable for the activity that occurs in connection with your Account. The Client’s login details may only be used by that Client, and that multiple people may not share the same login details, and Client is obligated to promptly notify Quino Zártkörűen Működő Részvénytársaság in writing if becomes aware of any unauthorized access or use of your Account or the Service.

2.4 The Client may terminate the Account at any time by using the tools that we make available within the Service, or by sending a cancellation request to us via customer support, in which case we will use commercially reasonable efforts to respond within a reasonable time.

2.5 Client shall not (and shall not permit any third party to), directly or indirectly: (i) reverse engineer, decompile, disassemble, or otherwise attempt to derive the intellectual property embodied in the Service; (ii) resell, license, or otherwise commercially exploit the Service to any third party; (iii) copy, rent, lease, distribute, pledge, assign, or otherwise transfer or encumber rights to the Service; (iv) use the Service for the benefit of a third party; (v) remove any copyright, trademark, proprietary rights, disclaimer, or warning notice included on or embedded in any part of the Documentation and Service, including any screen displays, etc., or any other products or materials provided by Quino Zártkörűen Működő Részvénytársaság hereunder; (vi) distribute, publish, disclose to any third party, duplicate, modify, or to use the Service to build an application or product that is competitive with any product or service belonging to Quino Zártkörűen Működő Részvénytársaság; (vii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; or (viii) bypass any measures Quino Zártkörűen Működő Részvénytársaság may use to measure or restrict access to the Service (or other accounts, computer systems or networks connected to the Service).

2.6 Quino Zártkörűen Működő Részvénytársaság retains exclusive ownership of the Service and all rights therein. It is prohibited to modify, publish, transmit, transfer, reproduce, distribute, present, link, download or otherwise exploit the Service, in whole or in part, in any way or by any means, without prior express written permission from Quino Zártkörűen Működő Részvénytársaság.

2.7 Client shall use the Service in compliance with all applicable local, state, national and foreign laws, treaties and regulations in connection with Client’s use of the Service (including those related to data privacy, international communications, export laws and the transmission of technical or personal data laws, etc.), and shall not use the Service in a manner that violates any third-party intellectual property, contractual or other proprietary rights. Client shall not disclose results of any Services benchmark tests or use the Services for purposes of competitive analysis.

2.8 Under no circumstances will Quino Zártkörűen Működő Részvénytársaság be liable or responsible for any use, or any results obtained by the use of the Service in conjunction with any services, software, or hardware that are not provided by Quino Zártkörűen Működő Részvénytársaság. All such use will be at Client’s sole risk and liability. If your use of materials from this site results in the need for servicing, repair or correction of equipment or data, you assume any costs thereof.

3 AVAILABILITY

3.1 Quino Zártkörűen Működő Részvénytársaság shall use commercially reasonable efforts to make Quino continuously available for access, but does not guarantee that the Service, or any additional content will always be available or be uninterrupted. The Vendor will not be liable to you for any direct, indirect, special, incidental or consequential damages, including, but not limited to, loss of data or profit if for any reason the Service is unavailable at any time or for any period, if the downtime is a result of any causes beyond the control of Vendor or that are not reasonably foreseeable by Vendor. (client environment issues affecting connectivity or interfering with the Services; any third party software, hardware, or telecommunication failures, changes, updates, including the removal of features; force majeure events; issues related to third party domain name system (DNS) errors or failures; etc. )

3.2 Vendor may suspend, withdraw, discontinue or change all or any part of the Service without notice.

3.3 Vendor may perform scheduled maintenances of the Service on a regular basis, for which Vendor will make commercially reasonable efforts to give Client a minimum of twelve (12) hours advanced notice by email or other pre-approved notification; however, in the case of emergency maintenance of the Service, the Vendor is not required to provide advanced notice.

3.4 Client acknowledges and agrees that the Service may operate using other services operated or provided by third parties. Quino Zártkörűen Működő Részvénytársaság is not responsible for the operation of any third-party services nor the availability or operation of the Service to the extent such availability and operation is dependent upon third-party services.

4 PROPRIETARY RIGHTS

4.1 As between the Parties, Quino Zártkörűen Működő Részvénytársaság retains all right, title, and interest in and to the Service, any modifications to the Service, and all software, products, works, and other intellectual property and moral rights related thereto or created, used, or provided by Quino Zártkörűen Működő Részvénytársaság for the purposes of this Terms of Service, including any changes or modifications made to the Service performed in connection with this Terms of Service, together with all ideas, architecture, algorithms, models, processes, techniques, user interfaces, database design and architecture, and “know-how” embodied in the Services, except where it is expressly stated that they are the property of third-parties.

4.2 The products or services of third-parties that are labelled as such and bear the marks of their respective organizations, companies, partners, associations or publications, are protected by their own intellectual property rights.

4.3 Any software which is distributed or otherwise provided to Client hereunder shall be deemed a part of the “Services” and subject to all the terms and conditions of this Terms of Service.

4.4 Under no circumstances shall Client be deemed to receive title of any part of the Services or Work Product, which shall at all times remain the exclusive property of Quino Zártkörűen Működő Részvénytársaság.

4.5 With respect to the Services, Work Product, or any software provided in connection therewith, the Client has no right to transfer, reproduce, create derivative works from or disclose any Confidential Information without the Vendor’s prior and explicit permission.

4.6 The Services are available to Clients only for personal use and shall not be used for commercial purposes.

5 USER CONTENT

5.1 User Content means any Content that the Client provides to be made available through the Service.

5.2 The Client is solely responsible for the User Content uploaded to the Service. Client hereby represents and warrants that it owns the User Content or has all rights necessary to grant the Vendor license rights to the User Content under these Terms. The Client further represents and warrants that neither the User Content, nor the use and provision of the User Content through the Service, nor the Vendor’s use of the User Content through the Service, will infringe, misappropriate or violate any third-party’s intellectual property rights, publicity or privacy rights, or result in a violation of any applicable law or regulation, or violate any agreement with any third-party.

5.3 We do 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 use and exploit your User Content.

5.4 By using the Service, and providing User Content, the Client hereby grants the Vendor a non-exclusive, sublicensable, worldwide, royalty-free license to use, host, cache, preserve, reproduce, transmit, publish, distribute and modify any User Content in connection with operating, providing and improving the Service. If the User Content is indicated by the Client as public, then the Client hereby grants to the Vendor all rights necessary to make the User Content publicly available to other users of the Service and to allow other users to access, view, comment, post, display, copy or modify the User Content.

5.5 The Client may remove any User Content by using the tools that we make available within the Service. The Vendor reserves the right not to remove the User Content in its entirety, and that some parts of the User Content may remain on the Service for specific purposes or in the form of copies made by other users.

5.6 You may not use the Services to post, upload, share, store, or otherwise distribute content that is: (i) encouraging, promoting, facilitating or instructing others to engage in illegal or harmful activity; (ii) graphically violent or obscene, sexually explicit, promotes self-harm, promotes terrorist activity, promotes misinformation, exploits or abuses children, or otherwise poses a threat to the public; (iii) promoting, supporting, or facilitating harassing behavior, hate speech, violence or discrimination based on characteristics such as race, gender, age, or sexual orientation, etc.; (iv) invasive of another’s privacy or otherwise violates or compromises another person’s legal rights - such as rights of privacy and publicity, including sharing another’s personally identifiable information, sensitive personal information, or confidential information without the appropriate consent; (v) misappropriates, violates or infringes anyone’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights; (vi) any other content not in accordance with these Terms, that may be harmful to the users of the Service.

5.7 Quino Zártkörűen Működő Részvénytársaság reserves the right to conduct additional investigations, suspend the use of the Service and/or terminate the availability of the Service to persons and entities who misuse the Services, use the Services in a manner that violates any applicable law or regulation, or in any other manner that is prohibited by these Terms, and we may, without prior notice or explication, restrict any other content that may be harmful to users of the Service.

5.8 Vendor will use resonable efforts to to exclude unwanted content from the Quino Service, but this section will not be construed as imposing any obligation or duty on Vendor to monitor use of the Services.

6 TERM AND TERMINATION

6.1 This Terms of Service will become effective on the date on which you first access and use the Service, or otherwise agree to these Terms and shall continue thereafter for so long as you continue to use the Service, unless earlier terminated as provided herein.

6.2 Thereafter, the Terms of Service will automatically renew for successive one month terms (each a “Renewal Term”), unless either party gives notice to the other of its intent not to renew at any time prior to the expiration of the then current term.

6.3 Each party will be entitled to give written notice to the other party of any material breach or other material failure by such other party to comply with any term or condition of this Terms of Service (including for purposes hereof any non-payment of amounts due under this Terms of Service), specifying the nature of such breach or non-compliance and requiring such other party to cure the breach or non-compliance. If such other party has not cured or commenced the necessary action to cure the breach or non-compliance within fifteen (15) calendar days after receipt of such written notice, the Client’s access to the Service and this Terms of Service will automatically and immediately terminate

6.4 Client may terminate this Terms of Service at any time without cause prior to the end of the Terms of Service’s current Term, but Vendor will not refund to Client any fees for use of the Service paid for any unused months or any other amounts paid by Client.

6.5 Notwithstanding any other provision of this Terms of Service, without any limitation, Vendor may, in its sole discretion, suspend or terminate Client’s access to the Service to prevent damages or risk to, or degradation of the Service; to comply with any law, regulation, court order, or other governmental request; to otherwise protect Vendor from potential legal liability; or in the event an invoice remains unpaid for more than fifteen (15) calendar days from the invoice date, or for any other reason whatsoever. Vendor will use reasonable efforts to provide Client with notice prior to or promptly following any suspension of the Service. Vendor will promptly restore access to the Services as soon as the event giving rise to suspension has been resolved.

6.6 Immediately upon termination or expiration of this Terms of Service for any reason Client’s access to and use of the Services and Data shall cease as of the effective date of termination; and Client will pay to Vendor all undisputed sums due to Vendor for Services and Data through the effective date of such expiration or termination.

7 FEEDBACK AND SUGGESTIONS

7.1 Any feedback, comments, ideas, improvements, designs, photographs, information, advertisements, data, proposals (including ideas for new or improved products, services, features, technologies, promotions) or any other suggestions (collectively, “Suggestions”) provided by the Client to Vendor with respect to the Service shall remain the sole and exclusive property of Quino Zártkörűen Működő Részvénytársaság.

7.2 Quino shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.

8 FEES

8.1 The Service is accessible to the Client in the form of a paid subscription after registration. Quino Subscription Plans are available on the quino.ai website.

8.2 The Client will be billed in advance on a monthly or a yearly basis, in accordance with the Subscription Plan. The Client shall provide valid, up-to-date and complete credit card details or any other relevant valid, up-to-date and complete contact and billing details in order for us to receive the subscription fees.

8.3 In the event an invoice remains unpaid fifteen (15) or more calendar days from the invoice date, Vendor may, in its discretion, suspend or cease the Client’s right to use the Service until the invoice is paid in full.

8.4 We reserve the right to revise the subscription fees from time to time. Upon ninety (90) calendar days prior notice to the Customer, the Vendor may, at its sole discretion, adjust any or all fees due hereunder, such adjustments to take effect upon the next Renewal Term.

8.5 All payments under this Terms of Service are exclusive of all applicable taxes, and VAT, all of which shall be paid by Client. In the event Client is required by law to withhold taxes, Client agrees to furnish Vendor all required receipts and documentation substantiating such payment.

8.6 All fees are non-refundable.

9 INDEMNIFICATION

9.1 Client agrees to indemnify and hold Vendor and its subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys’ fees, due to or arising out of Client’s use of the Service; violation of this Terms of Service or any law or regulation; or violation of any third party right.

10 WARRANTIES

10.1 Client represents and warrants that it has full power, capacity, and authority to enter into this Terms of Service and to perform its obligations herein; and its use of the Services will be in compliance with all applicable law.

10.2 During the Term, Vendor represents and warrants that it shall use commercially reasonable efforts to screen the Service for viruses, Trojan horses, worms, and other similar intentionally harmful or destructive code; and it shall comply with applicable law in performing this Terms of Service.

10.3 The Service is provided to the User without warranty of any kind (except as previously set out in this Terms of Service or other documentation). To the maximum extent permitted under applicable law, Quino Zártkörűen Működő Részvénytársaság, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Services, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice.

10.4 Without limitation to the foregoing, Quino Zártkörűen Működő Részvénytársaság provides no warranty or undertaking, and makes no representation of any kind that the Service will meet your requirements, achieve any intended results, be compatible or work with any other software, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

10.5 Without limiting the foregoing, neither Quino Zártkörűen Működő Részvénytársaság nor any Quino Zártkörűen Működő Részvénytársaság’s provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of Quino Zártkörűen Működő Részvénytársaság are free of viruses, Trojan horses, worms, and other similar intentionally harmful or destructive code.

11 LIMITATION OF LIABILITY

11.1 In no event shall Quino Zártkörűen Működő Részvénytársaság or its suppliers, vendors or licensors be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Services, third-party software and/or third-party hardware used with the Services, or otherwise in connection with any provision of this Terms of Service), even if Vendor or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

11.2 The total liability of the Vendor and its suppliers and licensors to the Client or any third party arising out of this Terms of Service or the Service in connection with any claim or type of damage will not exceed the total fees paid hereunder by Client during the three (3) months immediately preceding the event giving rise to the liability. This limitation of liability will apply even if the express warranties set forth above fail of their essential purpose.

12 CONFIDENTIALITY

12.1 The Client hereby acknowledges and agrees that the Vendor posesses certain non-public confidential information and may also possess trade secret information regarding their business operations and development.

12.2 The Client guarantees the confidentiality of any source and object code, prices, trade secrets, databases, hardware, software, designs and techniques, programs, engine protocols, models, displays and manuals, and the selection, coordination, and arrangement of the contents of such materials, any unpublished information concerning research activities and plans, customers, marketing or sales plans, sales forecasts or results of marketing efforts, pricing or pricing strategies, costs, operational techniques, strategic plans, and unpublished financial information, information concerning revenues, profits and profit margins, and any other information, data and documentation provided by Vendor.

12.3 The Client undertakes that, during the entire duration of this Terms of Service and for an unlimited period after its termination, not to use in its own interest or in any third parties’ interest and not to transmit to third-parties data or information that it found out during the execution of the agreement regarding the beneficiary’s market and clients, its organization, financial results, internal documents, plans, studies and strategies, source codes and computer programs made by the Vendor or other Parties, personal details communicated by the other Parties’ customers.

12.4 The Client shall undertake to take all necessary measures to comply with this confidentiality commitment and assure that no unauthorized third party can have access to these documents and information.

12.5 This confidentiality statement does not apply to information:

a) which entered the public domain before the date of disclosure or communication by the Client

b) which were known by the Client prior to its disclosure.

c) which were obtained legally by a third party, without breaching this Terms of Service

d) which are required to be disclosed by law, a regulation or a court decision.

13 FORCE MAJEURE

13.1 No failure, delay or default in performance of any obligation of a Party to this Terms of Service (other than the obligation of payment as described in section 7) shall constitute a default or breach to the extent that such failure to perform, delay or default arises out of a cause, existing or future, beyond the control (including, but not limited to: action or inaction of governmental, civil or military authority; fire; strike, lockout or other labor dispute; flood; war; riot; theft; earthquake; natural disaster or acts of God; national emergencies; unavailability of materials or utilities; sabotage; viruses; or the act, negligence or default of the other party) and without negligence or willful misconduct of the party otherwise chargeable with failure, delay or default.

13.2 Either party desiring to rely upon any of the foregoing as an excuse for failure, default or delay in performance shall, when the cause arises, give to the other party prompt notice in writing of the facts which constitute such cause; and, when the cause ceases to exist, give prompt notice of that fact to the other party.

13.3 Nothing in this Section shall limit the right of either Party to claim against third-parties for damages suffered as a result of such cause. If any performance date by a party under this Terms of Service is postponed or extended for longer than ninety (90) calendar days, the other party, by written notice given during the postponement or extension, and at least thirty (30) days prior to the effective date of termination, may terminate this Terms of Service.

14 GENERAL PROVISIONS

14.1 By using the Service, registering an account, or making a purchase, the Client hereby agrees to be bound by the Terms of Service.

14.2 This Terms of Service applies only to the Quino Service. The Service may contain links to other websites not operated or controlled by Quino Zártkörűen Működő Részvénytársaság. Vendor is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not investigated, monitored or checked for accuracy or completeness.

14.3 Vendor may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services.Client acknowledges and agrees that Vendor shall not be responsible for the accuracy, completeness, timeliness, validity, copyright compliance, legality, fairness, quality or any other aspect of the third-party services. Vendor does not assume and shall not have any liability or responsibility to you or any other person or entity for any third-party services.

14.4 If any provision of this Terms of Service is held to be unenforceable or invalid, it shall be modified and interpreted so as to achieve the objectives of that provision to the maximum extent possible under applicable law, and the remaining provisions shall remain in full force and effect.

14.5 This Terms of Service, together with the Privacy Policy and any other legal notices published by Vendor on the Services, shall constitute the entire agreement between the Client and Quino Zártkörűen Működő Részvénytársaság concerning the Services. If any provision of this Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Terms of Service, which shall remain in full force and effect.

14.6 No one other than a party to these Terms has any right to enforce any of these Terms. There are no third-party beneficiaries to this Terms of Service. The Client or any other Party who uses or interacts with the Services or the Data on behalf of or at the invitation of a Client without authorisation shall not be considered a third-party beneficiary of this Terms of Service. Client may not assign this Terms of Service without the vendor’s prior written consent.

14.7 The Parties agree that Vendor will perform its duties under this Terms of Service as an independent contractor. Nothing contained in this Terms of Service will be deemed to establish a partnership, joint venture, association, or employment relationship between the parties. Personnel employed or retained by Vendor who perform duties related to this Terms of Service will remain under the supervision, management, and control of Vendor.

14.8 Neither party shall be deemed to have waived any breach of any provision of this Terms of Service by the mere passage of time without notice or other action by the other Party. Further, the waiver by either party of a particular breach of this Terms of Service by the other party will not be construed as, or constitute, a continuing waiver of such breach, or of other breaches of the same or other provisions of this Terms of Service.

14.9 Vendor reserves the right, at its sole discretion, to modify or replace this Terms of Service at any time. If a revision is substantial, notice will be given at least 30 days before the new terms come into force, unless otherwise required by law. What constitutes a substantial change will be determined at Vendor’s sole discretion. By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use quino.

14.10 In the event a product and/or service is listed at an incorrect price or with incorrect information due to typographical error, Vendor shall have the right to refuse or cancel any orders placed for the product and/or service listed at the incorrect price. Vendor shall have the right to refuse or cancel any such order, whether or not the order has been confirmed and Client’s payment card has been charged. If Client’s payment card has already been charged for the purchase and the order is canceled, Vendor shall immediately issue a credit to Client’s payment card account or other payment account in the amount of the charge.

14.11 Copyright Infringement Notice: If you are a copyright owner or such owner’s agent and believe any material on the Services constitutes an infringement on your copyright, please contact us via e-mail: hello@quino.ai setting forth the following information: (a) a physical or electronic signature of the copyright owner or a person authorized to act on his behalf; (b) identification of the material that is claimed to be infringing; © your contact information, including your address, telephone number, and an email; (d) a statement by you that you have a good faith belief that use of the material is not authorized by the copyright owners; and (e) the a statement that the information in the notification is accurate, and, under penalty of perjury you are authorized to act on behalf of the owner.

15 CONTACT

For any other information, clarifications, submission of any request, such as contacting the webmaster or request for reproduction rights of any part of the content of the website, as well as for requests for approval of reproduction of content you can contact us via e-mail: hello@quino.ai.

Last updated: 20. March 2024.