1. Acceptance of Terms
By accessing or using the websites, web portals, software platforms, APIs, or related services provided by Quest International, Inc. (“QuestNetSM", “Quest”, “we”, “our”, or “us”) (collectively, the “Services”), you agree to be bound by these Terms of Use (“Terms”). If you do not agree, you must not access or use the Services.
These Terms apply to all users of the Services, including customer administrators, field service users, distributors, contractors, and visitors acting on behalf of an organization.
If you or your organization have entered into a separate written agreement with Quest (including a subscription agreement, order form, or statement of work) (“Commercial Agreement”), that agreement governs solely with respect to its expressly negotiated commercial terms.
Notwithstanding the foregoing, these Terms will control and prevail with respect to:
Subject to compliance with these Terms and any applicable Commercial Agreement, Quest grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Services solely for your internal business purposes.
You may not resell, sublicense, or provide the Services to any third party except as expressly authorized in a Commercial Agreement.
The Services are administrative, workflow, and record-management tools only. The Services do not provide medical, clinical, regulatory, or legal advice and do not make determinations regarding compliance with FDA, MDR/IVDR, ISO 13485, or other regulatory frameworks.
Customer remains solely responsible for regulatory compliance, quality system obligations, and validation of its use of the Services.
All rights, title, and interest in and to the Services, including all software, configurations, workflows, templates, documentation, and enhancements, are and will remain the exclusive property of Quest.
No ownership rights are transferred to you. All rights not expressly granted are reserved.
All configurations, integrations, or customizations developed by or on behalf of Quest are part of the Services and owned exclusively by Quest. No joint ownership is created regardless of Customer input or funding.
You grant Quest a perpetual, irrevocable, worldwide, royalty-free license to use and commercialize any feedback you provide.
You retain ownership of Customer Data. You grant Quest a non-exclusive, royalty-free license to host, process, secure, and analyze Customer Data to provide and improve the Services, including creation of aggregated and de-identified data.
Quest will maintain commercially reasonable safeguards to protect Customer Data. Quest will notify Customer without undue delay of any confirmed unauthorized access to Customer Data caused by a breach of Quest systems.
You agree not to misuse the Services, reverse engineer them, violate applicable law, introduce malware, or use the Services to develop a competing product.
Quest may modify or improve the Services and may suspend access for maintenance or security reasons.
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” QUEST DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
QUEST SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES. QUEST’S TOTAL LIABILITY SHALL NOT EXCEED FEES PAID IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
You agree to indemnify and hold harmless Quest from claims arising from your use of the Services or violation of these Terms.
Audit requests must be reasonable and limited in scope. Quest may satisfy audit requests through written responses or third-party certifications unless otherwise agreed.
You agree to comply with U.S. export control and sanctions laws.
These Terms are governed by California law. Exclusive venue lies in state or federal courts located in Orange County, California.
Quest may update these Terms by posting revised Terms. Continued use constitutes acceptance.
Sections relating to IP ownership, disclaimers, liability, indemnification, governing law, and audit rights survive termination.