MyQuest Ltd. ("myQuest", "us", "our", or "we"), a company incorporated in the State of Israel with Company No. 514951441, has developed a service built on the Microsoft Teams platform, that allows employees within an organization ("Employees") to ask and answer questions of other Employees ("Connect Bot"). These Terms of Service ("Terms") govern your access and use of the Connect Bot and the services related thereto ("Services"). Our Privacy Notice, available at https://www.myquest.co/connect/privacy-policy ("Privacy Notice") governs our collection, processing and transfer of any Personal Data (as such term is defined in the Privacy Notice). "You" means an Employee of an organization that is our customer ("Customer") using the Connect Bot and Services.
Please read these Terms carefully. By using the Connect Bot, you agree to be bound by these Terms, as they may be amended from time to time. Your continued use of the Connect Bot following any update shall be deemed acceptance of any such amended or updated terms.
In the event of a conflict between these Terms and an agreement we have executed with the applicable Customer ("Customer Agreement") separately prior to entering into these Terms, the provisions of such Customer Agreement, as applicable, shall prevail with respect to the relevant Customer.
1.1 Subject to these Terms and the Customer Agreement, myQuest allows you to access and use the Connect Bot and Services on a non-exclusive basis.
1.2 Through the Connect Bot, Employees can ask questions of other employees in various fields, who may have specific expertise. Questions that you ask will be shared with the Employee to whom the question is asked but the Customer will not have information about which Employees ask which questions through the Connect Bot.
1.3 Use of and access to the Connect Bot and Services is void where prohibited by law. You represent and warrant that (a) you are 18 years of age or older and have the ability to form a binding contract; (b) your use of the Connect Bot and Services does not violate any applicable law, regulation, or obligation you may have to a third party; and (c) you shall comply with applicable laws, regulations, guidelines, and these Terms and Microsoft Teams's Terms of Service throughout your use of the Connect Bot and/or Services.
2.1In order to use the Services, you will need to have a registered Microsoft Teams account. A user may be designated as either an "Administrator" or an "Employee" within the Connect Bot. Depending on the designation of your account, different services may be available to you.
2.2 MyQuest may refuse to allow Employees access to the Connect Bot at its sole discretion, subject to applicable law.
2.3 You agree to notify us immediately of any unauthorized use of the Connect Bot. You are fully and solely responsible for the security of your computer system and/or mobile device and all activity on your (Microsoft Teams) account, even if such activities were not committed by you. To the fullest extent permitted by applicable law, myQuest will not be liable for any losses or damage arising from unauthorized use of your account or password affecting the Connect Bot and/or Services, and you agree to indemnify and hold myQuest harmless for any unauthorized, improper or illegal use of your account and any charges and taxes incurred. We do not police for and cannot guarantee that we will learn of or prevent, any inappropriate use of the Services.
3.1You acknowledge and agree that myQuest may suspend or terminate your access to the Connect Bot at any time by providing three (3) days prior notice. In addition, upon occurrence of any of the following events, myQuest may suspend or terminate your access with immediate effect and may remove any Content (as defined below) associated with your account and may take any other corrective action it deems appropriate. Grounds for such termination or suspension may include (i) termination, suspension or expiration of the Customer Agreement for any reason; (ii) violation of the letter or spirit of these Terms, (ii) fraudulent, harassing or abusive behavior; or (iii) behavior that is illegal or harmful to other users, third parties, or the business interests of myQuest. If your access is terminated, you may not rejoin myQuest again without express permission. MyQuest may modify or discontinue the Services for all users at any time. Upon termination of your access to the Connect Bot and/or Microsoft Team account, as applicable, you shall not have any further access to any Content that may be available through the Connect Bot.
3.2 We reserve the right to investigate suspected violations of these Terms or illegal and inappropriate behavior through the Services. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity, behavior or Content of anyone believed to have violated these Terms or to have engaged in illegal behavior in connection with the Services.
3.3 Any suspension or termination of your access to the Connect Bot shall not affect your obligations under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, and limitation of liability), which by their sense and context are intended to survive such suspension or termination.
4.1Certain types of content may be made available through the Services. "Content" as used in these Terms means, collectively, all content on or made available through the Services, including any text, images/photos, and videos, and any modifications or derivatives thereof. MyQuest allows you to upload and/or display certain content through the Connect Bot and send certain content to other Employees including but not limited to text, images and/or pictures on or through the Services, referred to herein as "User Content".
4.2 You understand that myQuest is not responsible for the accuracy, usefulness, safety, appropriateness, or infringement of any intellectual property rights of or relating to the Content (including but not limited to the User Content). Although Employees must agree to these Terms, it is possible that other users (including unauthorized users) may post or transmit offensive or obscene materials and that you may be involuntarily exposed to such offensive or obscene materials. You hereby waive any legal or equitable rights or remedies you have or may have against us with respect thereto.
4.3 MYQUEST DOES NOT ENDORSE ANY CONTENT (INCLUDING WITHOUT LIMITATION ANY USER CONTENT) OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED IN ANY CONTENT AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH THE CONTENT AND/OR USER CONTENT. MYQUEST DISCLAIMS ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS) THAT ARE NOT SOLELY DUE TO MYQUEST'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICES OR OTHERWISE.
5.1MyQuest has no obligation to accept, share, or maintain any User Content. Moreover, myQuest reserves the right to remove and permanently delete any User Content, without notice and for any reason. You are and shall remain at all times fully and solely responsible for any User Content that you send through the Connect Bot. You represent and warrant with respect to your User Content that (i) it complies with applicable law; (ii) it does not infringe or violate any third-party intellectual property rights, privacy or publicity rights, or moral or other rights; and (iii) you have all necessary rights, licenses, consents, and authorities required under applicable law to send such User Content. Any User Content posted or submitted through the Services shall not be considered confidential and may be visible to Administrators.
5.2 Without limiting the foregoing, you agree that you will not transmit, send, or upload any User Content or act in any way that:
5.2.1restricts or inhibits use of the Services;
5.2.2violates the legal rights of others, including defaming, abuse, stalking or threatening users or individuals;
5.2.3infringes (or results in the infringement of) the intellectual property, moral, publicity, privacy, or other rights of any third party;
5.2.4is (or you reasonably believe or should reasonably believe to be) in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or you reasonably believe or should reasonably believe to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material;
5.2.5does not comply with all applicable laws, rules and regulations; or
5.2.6posts, stores, transmits, offers, or solicits anything that contains the following, or that you know contains links to the following or to locations that in turn contain links to the following:
126.96.36.199material that we determine to be offensive (including material promoting or glorifying hate, violence, bigotry, or any entity (past or present) principally dedicated to such causes or items associated with such an entity),
188.8.131.52material that is racially or ethnically insensitive, material that is defamatory, harassing or threatening,
184.108.40.206pornography or obscene material,
220.127.116.11any virus, worm, trojan horse, or other harmful or disruptive component; or
18.104.22.168anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate or offensive.
5.3MyQuest may, at its sole discretion, choose to monitor User Content for inappropriate or illegal behavior, including through automatic means, provided however, that myQuest reserves the right to treat User Content as content stored at the direction of users for which myQuest will not exercise editorial control except when violations are directly brought to myQuest's attention.
5.4 It is possible for others to obtain Personal Data about you due to your use of the Connect Bot, including through any User Content that you make available through your account. Anyone receiving or viewing User Content may use information you provided through such User Content (such as your contact details, location or description of an entity you represent) for purposes other than what you intended. We are not responsible for the use of any Personal Data that you disclose on the Connect Bot or through any User Content by any other Employee, Administrator or any third party. By making any information available through the Connect Bot you acknowledge that you understand and have agreed to such risks.
You may not do or attempt to do or facilitate a third party in doing any of the following: (1) decipher, decompile, disassemble, or reverse-engineer any of the software and/or code, if and as applicable, used to provide the Connect Bot or Services without our prior written authorization, including framing or mirroring any part of the Connect Bot or Services; (2) circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content; (3) use the Connect Bot or Services or content thereon in connection with any commercial endeavors in any manner, except for the purposes specifically set forth in these Terms; (4) use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Connect Bot or Services; (5) use or access another Employee's Microsoft Teams account or password without permission; (6) use the Connect Bot or Services or content thereon in any manner not permitted by these Terms, Microsoft Teams's Terms of Service, or applicable law.
7.1MyQuest or its licensors, as the case may be, have all right, title and interest in the Connect Bot, Services, and any Content (excluding User Content) thereon, including its overall appearance, text, graphics, graphics design, demos, interfaces, and underlying source files, and all worldwide intellectual property rights, the trademarks, service marks, and logos contained therein, whether registered or unregistered. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the Content of the Connect Bot or Services for any purpose. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Connect Bot and/or Services, if any. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms or the Connect Bot should be construed as granting you any right to use any trademark, service mark, logo, or trade name of myQuest or any third party. If you provide myQuest with any feedback regarding any content on the Connect Bot and/or Services, myQuest may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback.
7.2You have all right, title and interest in the User Content you submit. By submitting or posting any User Content, you grant myQuest and its successors and assignees a worldwide, non-exclusive, royalty-free, sub-licensable and transferable license under any of your intellectual property, moral or privacy rights to use, copy, distribute, transmit, modify, prepare derivative works of, alter, and/or decompile such User Content on, through, or in connection with the Connect Bot.
8.1All information and content posted on the Connect Bot is for informational purposes only and myQuest provides no guarantees with respect thereto. Your use of the Connect Bot and/or Services is at your sole discretion and risk. The Services, Connect Bot and Content thereon, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. We do not represent or warrant that the Services will be of good quality or useful for your needs.
8.2WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE CONNECT BOT AND/OR SERVICES OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE CONNECT BOT AND/OR SERVICES; (II) THAT THE CONNECT BOT OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; (III) REGARDING THE ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE CONNECT BOT AND/OR SERVICES.
8.3No advice or information, whether oral or written, obtained by you from us, shall create any warranty that is not expressly stated in these Terms. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.
8.4You acknowledge and agree that myQuest is not a data retention service. You therefore must create backups of your data, and myQuest shall have no responsibility or liability in respect of any loss of, damage to, or corruption of any such data.
9.1Without derogating from any of the foregoing, we assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Content or Services. We are not responsible for any problems or technical malfunction or failure of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death and any injury or damage to any person's property, including mobile device or computer, resulting from the conduct of any users of the Services, whether online or offline. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to myQuest, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
9.2IN NO EVENT SHALL MYQUEST, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, ASSIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT MYQUEST HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL OUR MAXIMUM CUMULATIVE LIABILITY TO YOU EXCEED US$50.
You agree to indemnify, defend, and hold harmless myQuest, its affiliates, and their respective employees, directors, officers, subcontractors and agents, against any and all claims, damages, or costs, losses, liabilities or expenses (including reasonable court costs and attorneys’ fees) that arise directly or indirectly from: (a) breach of these Terms by you or anyone using your account and/or computer and/or mobile device (whether authorized or unauthorized); (b) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Connect Bot or Services; (c) your violation of any law or regulation or any of your obligations, representations, or warranties hereunder including but not limited to breach of any privacy and/or data protection laws and regulations to which you are subject; (d) your infringement of any right of any third party; and (e) any other matter for which you are responsible hereunder or under applicable law.
Any required notices pursuant to these Terms may be sent by registered mail or email transmission (with electronic confirmation of delivery) to the addresses of the parties hereto set out herein or provided upon registration, as applicable, and any such notice shall be deemed to have been received one (1) business day after delivery by courier, four (4) business days after delivery by registered mail and one (1) business day after email transmission and written confirmation receipt of such transmission.
These Terms shall be governed solely by the laws of the State of New York, and without regard to the United Nations Convention on the International Sales of Goods and the competent courts in the city of New York, NY shall have exclusive jurisdiction to hear any disputes arising hereunder. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and myQuest or enables you to act on behalf of myQuest. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us and you relating thereto are hereby canceled. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.