Terms of Use Agreement - Quill Software and Quill website (www.quilldigital.co.uk) and Sonix Software Website (www.sonixsoftwareltd.com )

1. Acceptance of Agreement.
You agree to the terms and conditions outlined in this Terms of Use Agreement (“Agreement”) with respect to our software(the “software”). This Agreement supersedes all prior or contemporaneous agreements, representations, warranties and understandings with respect to the Software, the content, products or services provided by or through the Software, and the subject matter of this Agreement. This Agreement may be amended at any time by us from time to time without specific notice to you. The latest Agreement will be posted on the Quill website (www.quilldigital.co.uk/terms-of-use), and you should review this Agreement prior to using the Software.

2. Intellectual Property; Limited License to Users
The Materials and Services associated with this Software, as well as their selection and arrangement, are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorised use of the Materials or Services may violate such laws and the Terms of Use. Except as expressly provided herein, Sonix Software and its suppliers do not grant any express or implied rights to use the Materials and Services. You agree not to copy, republish, frame, download, transmit, modify, rent, lease, loan, sell, assign, distribute, license, sub-license, reverse engineer, or create derivative works based on the Software, its Materials, or its Services or their selection and arrangement, except as expressly authorised herein. In addition, you agree not to use any data mining, robots, or similar data gathering and extraction methods in connection with the Software.

3. Copyright.
The content, organisation, graphics, design, audio, animation, video, compilation, magnetic translation, digital conversion and other matters related to the Software are protected under applicable copyrights, trademarks and other proprietary (including but not limited to intellectual property) rights. The copying, redistribution, use or publication by you of any such matters or any part of the Software is strictly prohibited. You do not acquire ownership rights to any content, document or other materials associated with the Software. The posting of information or materials on the Quill or Sonix Software website does not constitute a waiver of any right in such information and materials.

4. Trademarks.

The trademarks, logos, and service marks ("Marks") displayed in this Software are the property of Sonix Software or other third parties. You are not permitted to use the Marks without the prior written consent of Sonix Software or such third party that may own the Marks. All other trademarks and registered trademarks are the property of their respective owners.

5. Algorithms

All internal Algorithms are termed as Trade Secrets of Sonix Software, and may not be deconstructed.
 
6. Use of Software
The software and accompanying documentation that is made available to download from the Quill website is the copyrighted and/or patented work of Sonix Software, and/or its suppliers. Use of the software is governed by the terms of the license agreement that accompanies or is included with such software. Such terms are available for review on the Quill website (www.quilldigital.co.uk/software-agreement). You will not be able to download or install any software that is accompanied by or includes a license agreement unless you agree to the terms of such license agreement. If you do not agree to such terms, you will not be able to use the software. Absent a license agreement that accompanies the software, use of the software will be governed by the Terms of Use. You agree that you will not decompile, reverse engineer, or otherwise attempt to discover the source code of the software available on the Site.

7. Limited Right to Use.

The viewing, printing or downloading of any content, graphic, form or document from the Quill website grants you only a limited, nonexclusive license for use solely by you for your own personal use and not for republication, distribution, assignment, sub-license, sale, preparation of derivative works or other use. No part of any content, form or document may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal use (but not for resale or redistribution). Sonix Software reserves the right to revoke the authorisation to view, download, and print the Sonix Software Content and User Content available on this Site at any time, and any such use shall be discontinued immediately upon notice from Sonix Software. The rights granted to you constitute a license and not a transfer of title.

8. Editing, Deleting and Modification.
We reserve the right in our sole discretion to edit or delete any documents, information or other content appearing on the Quill website or Sonix Software Servers.

9. Indemnification.
You agree to indemnify, defend and hold us and our partners, attorneys, staff and affiliates (collectively, “Affiliated Parties”) harmless from any liability, loss, claim and expense, including reasonable attorney’s fees, related to your violation of this Agreement or use of the Software.

10. Nontransferable.

Your right to use the Software is not transferable. Any password or right given to you to obtain information or documents is non-transferable.

11. Disclaimer and Limits.
By using this software you understand that the nature of Optical Character Recognition and other digital processing is not considered accurate, and you agree that the use of the Software and information received is in no way to be considered as accurate. The use of this Software is not an excuse for reading the document first, and any data should be thoroughly checked after digital enhancements have been made using the Software.

12. Privacy Policy.
Our Privacy Policy, as it may change from time to time, is a part of this Agreement.

13. Payments.
You represent and warrant that if you are purchasing something from us or from Merchants that (i) any credit information you supply is true and complete, (ii) charges incurred by you will be honoured by your credit card company, and (iii) you will pay the charges incurred by you at the posted prices, including any applicable taxes.
 
14. Information and Press Releases.
The Quill website and Sonix Software website contains information and press releases about us. While this information was believed to be accurate as of the date prepared, we disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by us.

15. Miscellaneous.
This Agreement shall be treated as though it were executed and performed in the United Kingdom, and shall be governed by and construed in accordance with the laws of the United Kingdom (without regard to conflict of law principles). Any cause of action by you with respect to the Software(and/or any information, products or services related thereto) must be instituted within one (1) year after the cause of action arose or be forever waived and barred. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against either party. All legal proceedings arising out of or in connection with this Agreement shall be brought solely in the United Kingdom. You expressly submit to the exclusive jurisdiction of said courts and consents to extra-territorial service of process. Should any part of this Agreement be held invalid or unenforceable, that portion shall be construed consistent with applicable law and the remaining portions shall remain in full force and effect. To the extent that anything in or associated with the Site is in conflict or inconsistent with this Agreement, this Agreement shall take precedence. Our failure to enforce any provision of this Agreement shall not be deemed a waiver of such provision nor of the right to enforce such provision.