Last Updated: November 8, 2024
If you signed a separate Cover Page or previously executed a Master Subscription Agreement with Qlty Software Inc.. to access the Product with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page or Master Subscription Agreement applies to your use of the Product.
Our Business Terms govern use of the Pro and Enterprise editions of the Qlty Cloud product. Use of our services for individuals, such as our free and Essentials plan, are governed by the Terms of Use.
Our Privacy Policy explains how we collect and use personal information. Although it does not form part of these Terms, it is an important document that you should read.
This Agreement is between Qlty Software Inc.. and the company or person accessing or using the Product. This Agreement consists of: (1) the Order Form below and (2) the Framework Terms defined below.
If you are accessing or using the Product on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of this Agreement.
Framework Terms: This Order Form incorporates and is governed by the Framework Terms that are made up of the Key Terms below and the Common Paper Cloud Service Agreement Standard Terms Version 2.0, which are incorporated by reference. Any modifications to the Standard Terms made in the Cover Page will control over conflicts with the Standard Terms. Capitalized words have the meanings given in the Cover Page or the Standard Terms.
Cloud Service: Qlty Cloud is a code quality tool that helps developers understand the health of their codebase and find and address issues.
Order Date: The Effective Date
Subscription Period: 1 month or 1 year, as selected at purchase
Certain parts of the Product have different pricing plans, which are available at Provider’s pricing page. Customer will pay Provider the applicable Fees based on the Product tier and Customer’s usage. Provider may update Product pricing by giving at least 30 days notice to Customer (including by email or notification within the Product), and the change will apply in the next Subscription Period.
Payment Process: Automatic payment: Customer authorizes Provider to bill and charge Customer's payment method on file at the beginning of each Subscription Period, for immediate payment or deduction without further approval.
Non-Renewal Notice Period: Before the end of the current monthly Subscription Period, or at least 30 days before the end of the current annual Subscription Period.
Customer: The company or person who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word "Customer" in the Agreement will mean that company.
Provider: Qlty Software Inc..
Effective Date: The date Customer first accepts this Agreement.
Governing Law: The laws of the State of New York
Chosen Courts: The state or federal courts located in New York
Covered Claims:
Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights.
Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights; or (2) results from Customer’s breach or alleged breach of Section 2.1 (Restrictions on Customer).
General Cap Amount: The fees paid or payable by Customer to provider in the 12 month period immediately before the claim
Notice Address:
For Provider: hello@qlty.sh
For Customer: The main email address on Customer's account
Security Policy: Provider will use commercially reasonable efforts to secure the Cloud Service from unauthorized access, alteration, or use and other unlawful tampering.
Provider will maintain annually updated reports or annual certifications of compliance with the following:
Penetration testing was most recently performed in Q2 of 2024.
SOC 2 Type I certification was completed in Q3 of 2024, with SOC 2 Type II certification expected following the mandatory observation period.
Machine Learning
Replace Section 1.6 with:
Provider may develop, train, or enhance artificial intelligence or machine learning models that are part of Provider’s products and services, only in the following cases:
However, (a) data must be aggregated before it can be used for these purposes, and (b) Provider will use commercially reasonable efforts consistent with industry standard technology to de-identify data before such use. Nothing in this section will reduce or limit Provider’s obligations regarding Personal Data that may be contained in Usage Data or Customer Content under Applicable Data Protection Laws. Due to the nature of artificial intelligence and machine learning, information generated by these features may be incorrect or inaccurate. Product features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.
Non-Identifying Data means elements of Customer Content that by their nature cannot be used to identify Customer or its Users. For avoidance of doubt, Non-Identifying Data will not include any Personal Data or source code.