Terms of Service and Subscription Agreement

Last modified: May 18th, 2016

Please carefully read the following Terms of Service and Subscription Agreement, and our Privacy Policy which may be found at www.quickdesk.io and is incorporated into these Terms of Service by reference. This Agreement governs your access and use of QuickDesk, including any applicable free trials, and constitutes a legal agreement between You and Pear Comms, the provider of the QuickDesk sales productivity application. BY SIGNING UP TO QUICKDESK AND COMPLETING YOUR REGISTRATION, YOU INDICATE YOUR ACCEPTANCE OF THIS AGREEMENT AND AGREE TO ABIDE BY THE TERMS AND CONDITIONS SET FORTH HEREIN. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A BUSINESS OR OTHER LEGAL ENTITY, YOU HEREBY REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, IN WHICH CASE “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT ACCEPT THIS AGREEMENT NOR MAY YOU USE QUICKDESK OR RECEIVE SERVICES HEREUNDER.Pear Comms may change these Terms of Service from time to time at its sole discretion without particular notice to you, by posting a revised version of the Terms of Service on the QuickDesk website. The modified terms will become effective immediately upon posting. By continuing to use QuickDesk after the effective date of any modifications to these Terms of Service, you agree to be bound by the modified terms.

Definitions

  • Affiliates” means any entity which directly or indirectly controls, is controlled by or is under common control with the subject entity. “Control”, for purposes of this definition, means direct or indirect ownership or control of interests of the subject entity.
  • End Users” means individuals fifteen years or older who are authorized to access and use QuickDesk under Your Subscription. End Users may include but are not limited to You and Your employees, consultants, contractors, and agents.
  • QuickDesk” means the online sales productivity application provided by Pear Comms Pte Ltd and the underlying servers and software used to provide such application.
    • Pear Comms” means Pear Comms Pte Ltd, a Singapore corporation and service provider of the QuickDesk sales productivity application.
    • User Data” refers to any personally identifiable information input by the End Users to Pear Comms Solutions, including information possibly considered private or sensitive generated by Users and all other information provided in the normal course of usage of Pear Comms Solutions.
    • Subscription” means the right to access QuickDesk during the Term.
    • Order Form”means the ordering documents that are entered into, by You and Pear Comms from time to time, in the form provided by Pear Comms. Order Forms are deemed incorporated herein.

Provision of Service

Free Trial. Pear Comms may make all or part of the QuickDesk available to You and Your End Users on a trial basis free of charge (the “Free Trial”). The Free Trial shall begin when You submit a registration for the same to QuickDesk, and shall terminate on the earlier of (i) the Free Trial expiration date as specified by QuickDesk in your QuickDesk account settings, or (ii) the date You execute an Order Form for a Subscription under this Agreement. NOTWITHSTANDING SECTION 14, ACCESS TO QUICKDESK IS PROVIDED “AS-IS” AND WITHOUT WARRANTY OF ANY KIND DURING THE FREE TRIAL. YOUR DATA ENTERED AND ANY SPECIFIC SETTINGS OR PREFERENCES YOU OR YOUR END USERS MAKE DURING THE FREE TRIAL WILL BE PERMANENTLY DELETED UNLESS YOU PURCHASE A SUBSCRIPTION OR EXPORT SUCH DATA/SETTINGS PRIOR TO THE EXPIRATION OF THE FREE TRIAL.

Mobile Apps. QuickDesk may offer applications that allow You to access QuickDesk on Your mobile device, including, but not limited to devices running the Android or iOS operating system. Mobile devices must be purchased separately and are not included in Your Subscription. QuickDesk mobile apps require an active internet connection, and may incur data charges with Your wireless carrier, including roaming charges where applicable. QuickDesk mobile apps may collect technical data, including information about application crashes and usage statistics, and may use certain third party libraries or modules. Any such mobile apps offered by QuickDesk shall constitute part of the QuickDesk sales productivity application, and as such their usage is subject to the terms and conditions of this Agreement.

Subscription. QuickDesk shall be available to You and Your End Users pursuant to this Agreement and all Order Forms during the Term. You agree that your purchase of the Subscription is neither contingent upon the delivery of any future functionality or features, nor dependent upon any oral or written public comments made by QuickDesk with respect to future functionality or features. The start date for the monthly subscription starts as per the date that the QuickDesk account is issued to the user

Support. Support via email and phone is available in connection with a paid Subscription.

Usage Guidelines

Ownership of Your Data. You retain all right, title and interest in and to all Your Data. QuickDesk shall not access Your Data except to respond to service or technical problems, or at Your request.

Collection of Your Data. You are responsible for all activities that occur in Your account and for Your End User’s compliance with this Agreement. You shall, and shall cause your End Users to, comply with all local and foreign law, treaty, regulation or convention applicable to You in connection with the use of QuickDesk, including without restriction, the Personal Data Protection Act 2012 (Singapore), and other laws applicable to You related to privacy, publicity, data protection, electronic communications and anti-spamming laws. You are responsible for the collection, legality, protection and use of Your Data that is stored on the System or used in connection with QuickDesk. Pear Comms will not be responsible for any loss or disclosure of Your Data (or any damages related thereto) resulting from You or Your End Users’ failure to adequately secure their user identification and passwords.

Prohibited Uses. You agree, for yourself and all your Users, as a condition of use of QuickDesk, not to use QuickDesk for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You and your Users may not use QuickDesk in any manner that could damage, disable, overburden, or impair any QuickDesk or subscriber server, or the network(s) connected to any Service Provider or subscriber server, or interfere with any other party’s use and enjoyment of QuickDesk. You and your Users may not attempt to gain unauthorized access to any part of QuickDesk, other accounts, computer systems or networks connected to QuickDesk, through hacking, password mining or any other means. You and your Users may not obtain or attempt to obtain any materials or information through any means not intentionally made available through QuickDesk. Except as expressly set forth herein, you and your Users may not (i) copy, reproduce, alter, modify, transmit, perform, create derivative works of, publish, sub-license, distribute, or circulate QuickDesk, or any associated applications, tools or data thereof; (ii) disassemble, decompile, or reverse engineer the software used to provide QuickDesk; or (iii) take any actions, whether intentional or unintentional, that may circumvent, disable, damage or impair QuickDesk’s control or security systems, or allow or assist a third party to do so. You shall be responsible for the content of all communications sent through QuickDesk, and shall comply with all applicable laws and regulations in Your use of QuickDesk. You and your Users may not use QuickDesk for illegal purposes or for the transmission of material that is (i) unlawful, harassing, libellous, invasive of another’s privacy, abusive, threatening, harmful, vulgar, obscene, tortuous, or otherwise objectionable; (ii) infringes or may infringe upon the Intellectual Property Rights or other rights of Pear Comms or any other Party; or (iii) would otherwise give rise to civil liability, or that constitutes or encourages conduct that could constitute a criminal offense under any applicable law or regulation. You further agree that You shall not use QuickDesk for the purpose of making emergency calls or providing emergency services.

Suspension of Service. Pear Comms may at any time suspend (or require that you suspend) the access of Users to QuickDesk and/or disable their Login Information in the event of violation of these terms and conditions. Grounds for doing so are not limited but may include, for example, legal or regulatory reasons, investigation of suspicious activities, or action by authorities, or if Pear Comms or you have reason to suspect any such End User is engaged in activities that may violate these Terms of Service, applicable laws, or subscriber policies, or are otherwise deemed harmful to Service Provider, your organization, your and our respective network or facilities, or other Users. Service Provider shall not be liable to any User for suspension of SaaS Service, regardless of the grounds.

Third Party Providers

Acquisition of Non-Pear Comms Products and Services. You acknowledge that third party products or services may be made available to You from time to time by Pear Comms or third parties, and that Your decision to acquire any such products or services is solely between You and the applicable third party provider. Unless specifically set forth on an Order Form, QuickDesk does not warrant or support third party products or services.

Third Party Services and Your Data. You acknowledge that if You acquire third party services for use with Your Subscription, Pear Comms may allow the providers of such applications to access Your Data in order to allow such applications to interoperate with QuickDesk. Pear Comms shall not be responsible or liable for any disclosure, modification or deletion of Your Data resulting from any such access by third party application providers.

Potential damages arising from usage of Third Party Service Integrations. You further acknowledge that if You use third party services interoperatively with QuickDesk, including but not limited to the SpiderGate DNC Screening Software, Pear Comms shall not be responsible or liable for any damages arising from the failure of such third party applications to perform its intended functions, including the failure to prevent calls or messages to numbers listed on Singapore’s Do-Not-Call Registry. Any claims to such damages suffered by the User resulting from the failure of third party services to function are to be taken up with the service providers of such third party services.

User Obligations

The End User agrees:

  1. To provide true, accurate, current and complete information about the User as prompted by the Registration and Order Form;
  2. To maintain and update this information to keep it true, accurate, current and complete. If any information provided by the User is untrue, inaccurate, not current or incomplete, Pear Comms has the right to terminate the User’s QuickDesk account and refuse any and all current or future use of QuickDesk by the User;
  3. To provide to Pear Comms in good time with any data or information necessary for a proper provision of QuickDesk.
  4. To be solely responsible for any and all charges incurred by the User due to the User’s use of a local access number;
  5. To be solely responsible for any and all charges incurred by the User due to the User’s use of any wireless device including, but not limited to laptops, tablet computers, and cellular phones;
  6. To be solely responsible for all billing transactions. Billing transactions encompass sign-up transactions (purchases at the time of sign-up), purchase transactions (purchases that are not auto-recharge transactions which are made after sign-up) and auto-recharge transactions (purchases that are automatically made via Pear Comms’ auto-recharge feature).
  7. To be solely responsible for all content created by the User in his/her course of usage of Pear Comms Solutions, including but not limited to textual information, video or static imagery, and audio recordings.
  8. To maintain the confidentiality of the User’s QuickDesk account username and password, and bear full responsibility for any and all activities and charges that occur under the User’s QuickDesk account.
  9. To immediately notify Pear Comms at [email protected] of any unauthorized use of the User’s QuickDesk account or any other breach of security. Until the User makes the appropriate notification, the User shall be presumed liable for any and all charges incurred under his or her QuickDesk account.

User Data

The use of User Data is governed by our Privacy Policy. Pear Comms will not disclose billing information or account access information except as authorised by the User or the User’s representative or as required by any applicable laws or legal process.

Pear Comms implements industry standards to ensure the security and confidentiality of User Data, protect against anticipated threats or hazards to the security or integrity of User Data and protect against unauthorised access to or use of this Data.

Unused Balance

Pear Comms reserves all rights on accounts that are expired. Unused credit balance in an expired QuickDesk account is not refundable. The User will be notified via email and/or SMS on two separate occasions being 30 days and 7 days before the scheduled expiry date and once after the User account has expired.

The User acknowledges and accepts that the inherent nature of the Internet and/or telecommunication network is such that electronic communications via email or SMS may be subject to interruption, interception, hacking, transmission blackout, and delayed or incorrect transmission. Pear Comms shall not be liable for any risks including but not limited to risks resulting from errors, mutilation, interruption or delay in transmission, power failure, interception by third parties, data corruption, viruses, transmission errors, breakdown of telecommunication networks, malfunctions in communications facilities, industrial action or disputes beyond its control that may affect the transmission of any email and/or SMS and does not warrant that any identified defect will be corrected, though it will undertake all reasonable efforts to mitigate and rectify such risks.

Payment and Charges

In order to use the integrated calling and SMS tools on QuickDesk, the User will require a sufficient credit balance under his or her QuickDesk Account that is separate and not included as part of the QuickDesk account subscription fees. The User will have to deposit sufficient credit in his or her QuickDesk Account through debit or credit cards, PayPal or other means, which may be made available by Pear Comms. Charges and rates for calling and SMS will be made available to End Users on the QuickDesk website.

Pear Comms has the right to change any and all applicable charges and rates at any time by giving notice of such change on the QuickDesk website. Any changes to the charges and rates will take effect immediately, unless otherwise stated. Pear Comms will endeavor to communicate any changes in charges and rates to the User via email. The User’s continued use of QuickDesk after the change in the charges and rates have taken effect shall constitute an acceptance of such change.

In the event the User believes that Pear Comms has charged the User in error, the User must contact Pear Comms through email at [email protected]within 7 business days after such charge. No refunds will be given for any charges that are more than 7 business days old.

Automatically recurring subscriptions

If the User opts for an automatically recurring subscription at the point of purchase, the User unconditionally consents to Pear Comms and/or its payment partners storing personal information about the User, including information on the User’s credit card. Pear Comms and its partner will make all reasonable efforts, according to standard industry practice, to keep secure the User’s personal information. In addition, the User also unconditionally consents to Pear Comms and/or its payment partner making deductions automatically from the User’s stored credit card for the purpose of renewing the User’s QuickDesk subscription at the end of each subscription period.

Intellectual Property Rights

You as a User acknowledge and accept that all title, ownership and intellectual property rights in and to QuickDesk and any and all copies thereof, are owned by Pear Comms and/or its or its affiliates’ licensors. All rights are reserved. QuickDesk and Pear Comms is protected by copyright laws, international copyright treaties and conventions and other laws. QuickDesk contains certain licensed materials and Pear Comms’ and its affiliates’ licensors may protect their rights in the event of any violation of these Terms of Service.

Indemnity

The User hereby agrees to indemnify and hold Pear Comms, and its subsidiaries, affiliates, officers, and employees, harmless from any and all liability, claim or demands, including reasonable attorney’s fees, made by any third party because of or arising out of the User’s use of QuickDesk and the User’s violation of these Terms of Service, any applicable law or regulation, or the rights of any third parties related to the use of the QuickDesk.

Warranties

The User expressly agrees that the use of QuickDesk is at the User’s sole risk. QuickDesk is provided on an “AS IS” and “AS AVAILABLE” basis. Pear Comms expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. Pear Comms makes no warranty that QuickDesk will meet the User’s requirements, that it will be uninterrupted, timely, secure, or error free; nor does Pear Comms make any warranty as to the results that may be obtained from the use of QuickDesk or as to the accuracy or reliability of any information obtained through QuickDesk or that defects in QuickDesk will be corrected.

Neither Pear Comms nor any of its information providers makes any warranties concerning the accuracy, currentness or reliability of the messages received or requested via the QuickDesk or any of the information, material or content contained therein (the “Content”). The User understands and agrees that any Content and/or data downloaded or otherwise obtained through the use of or from QuickDesk is done at the User’s own discretion and risk and that the User will be solely responsible for any damage to the User’s mobile telecommunication device and/or computer system or loss of data that results from the download of such Content and/or data. Pear Comms makes no warranty and shall not be liable for any goods, services, information or other material displayed, purchased or obtained through or from QuickDesk or any transaction entered into through the service. Pear Comms shall not be liable for any delays, omissions or errors in the Content and shall not be liable for any reliance thereon. No advice or information, whether oral or written, obtained by the User from Pear Comms or through or from QuickDesk shall create any warranty not expressly stated herein.

Limitation of Liability

In no event shall Pear Comms, its subsidiaries, affiliates, officers, or employees be liable, whether in contract, warranty, tort (including negligence) or any other form of liability, for:

  1. any direct, indirect, incidental, special or consequential damages suffered by the User; and
  2. any loss of income, business, profits (whether direct or indirect), use, data or other intangible suffered by the User, even if Pear Comms has been advised of the possibility of such damages.

Without limiting the above clauses [13.1, 13.2], Pear Comms, its subsidiaries, affiliates, officers, or employees shall not be liable for any losses suffered by the User arising from:

  1. the use or the inability to use QuickDesk;
  2. messages received or transactions entered into through or from QuickDesk;
  3. unauthorized access to or alteration of the User’s transmissions or data;
  4. the User’s inability to use QuickDesk to contact emergency services;
  5. any degradation in the quality of QuickDesk (including but not limited to, degradation in the quality of the calls made through QuickDesk); or
  6. any breakdown in the payment systems utilised by the User for the top-up of credit in the User’s QuickDesk Account.

The User further agrees that Pear Comms shall not be liable for any damages arising from interruption, suspension or termination of QuickDesk, including but not limited to direct, indirect, incidental, special, consequential or exemplary damages, whether such interruption, suspension or termination was justified or not, negligent or intentional, inadvertent or advertent.

Pear Comms expressly disclaims any and/or all liability for inbound mobile phone roaming charges, mobile data charges and/or other like or unlike third party charges incurred by the User as a result of the use of QuickDesk from a mobile device while it is roaming. For the avoidance of doubt, and without limiting the generality of the foregoing, Pear Comms shall not be liable for any mobile phone roaming charges or mobile data charges incurred by the User should the User fail to properly launch or access QuickDesk.

Nothing in these Terms of Service is intended to exclude or restrict or shall be construed as excluding or restricting the liability of Pear Comms for any liability which cannot be limited or excluded by law.

Term and Termination

Term of the Agreement. This Agreement commences on the Effective Date and continues until the expiration or termination of your Free Trial or Subscription (as applicable).

Termination by You. You may cancel Your Subscription and terminate this Agreement at any time by providing notice to QuickDesk via email at[email protected]. Upon cancelling your account, QuickDesk will allow a 30-day grace period during which you will be able to reactivate your account and restore your data. In the case you wish your data to be completely and permanently removed from QuickDesk’s application servers, please send an email to us at [email protected].

Termination for Cause. Without limiting other remedies, Pear Comms may terminate the User’s QuickDesk Account with immediate effect, automatically and without recourse to the courts, and may limit, suspend or terminate the User’s use of the QuickDesk, if Pear Comms finds that the User is:

  1. in breach of these Terms of Service;
  2. creating problems or possible legal liabilities;
  3. acting inconsistently with the letter or spirit of Pear Comms’s policies;
  4. infringing intellectual property rights;
  5. and/or engaging in fraudulent, immoral or illegal activities.

Taxes

The User agrees to pay all taxes, levies, or other duties of every nature or description required by law in connection with the use of the Pear Comms Solutions.

General

The terms and conditions of these Terms of Service constitute the entire agreement between the User and Pear Comms with respect to the subject matter hereof and will supersede and replace all prior understandings and agreements, in whatever form, regarding the subject matter. Nothing in this clause shall exclude or restrict the liability of the User arising out of fraud or fraudulent misrepresentation.

The failure to exercise, or delay in exercising, a right, power or remedy provided by the Terms of Service or by law shall not constitute a waiver of that right, power or remedy. If Pear Comms waives a breach of any provision of the Terms of Service this shall not operate as a waiver of a subsequent breach of that provision, or as a waiver of a breach of any other provision.

If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect.

The User agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the QuickDesk must be filed by the User within one year after such claim or cause of action arose or be forever barred.

Governing Law. These Terms of Service will be governed by and construed in accordance with the laws of Singapore, and the courts of Singapore will have non-exclusive jurisdiction over any claim or dispute arising under or in connection with these Terms of Service.