Quantum Dynamics
Terms of Service
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Terms of Service

Rules for using our website and order wizard.

Effective date: [TO BE FILLED ON PUBLICATION]
Last updated: [TO BE FILLED ON PUBLICATION]
Version: 1.0

Draft for legal review. These Terms of Service are a working draft prepared for review by California-licensed counsel. They have not been published. Specific clauses requiring counsel attention are listed in legal_review_checklist.md. Do not rely on this draft until it has been reviewed and the effective date filled in.

1. Introduction

These Terms of Service ("Terms") govern your access to and use of the website at quantum-dynamics.org, including our Smart IT order wizard (collectively, the "Site"). The Site is operated by Quantum Dynamics LLC, a California limited liability company ("Quantum Dynamics", "we", "us", "our").

By using the Site, you agree to these Terms. If you don't agree, please don't use the Site.

These Terms incorporate by reference our Privacy Policy.

2. What this covers

These Terms cover three things:

  1. Browsing the Site to learn about our Smart IT service
  2. Submitting a quote request through our order wizard
  3. Completing a Stripe Checkout payment for our Starter tier (if you choose to)

These Terms do not cover the Smart IT managed services themselves. If you become a paying customer, our delivery of Smart IT to you is governed by a separate Master Services Agreement ("MSA") and one or more Statements of Work ("SOW"), which you and Quantum Dynamics will sign before any service work begins. The MSA and SOW take precedence over these Terms with respect to anything related to the actual managed service.

3. The order wizard is not a contract

Submitting a quote through our order wizard creates a request to receive a formal quote from us. It does not create a contractual obligation for either party to enter into a service relationship.

For the Starter tier specifically, completing a Stripe Checkout payment initiates a subscription with Stripe and a service relationship governed by our click-through MSA presented at checkout. Even in that case, your tenant provisioning does not begin until you separately accept the Microsoft Customer Agreement (MCA) on Microsoft's site, which is a Microsoft contract not within our control. If you complete payment but decide not to accept the MCA, we will refund your payment net of any fees actually incurred (Stripe processing fees and any non-recoverable Microsoft licence costs we've already paid on your behalf).

For Essential, Professional, and Enterprise tiers, submitting the order wizard generates a quote that we deliver to you, typically within one business day. You are not committed to anything until you separately countersign an MSA and SOW.

4. Eligibility

You may use the Site only if you (a) are at least 18 years old, (b) have the legal capacity to enter into binding agreements, and (c) are using the Site on behalf of a business and not for personal, family, or household purposes. Smart IT is a business-to-business service.

If you are using the Site on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

5. Acceptable use

You agree not to:

  • Submit false, misleading, or fraudulent information through the order wizard or any other form
  • Submit the order wizard repeatedly with the intent of abusing our quote-generation system or bypassing rate limits
  • Reverse engineer, decompile, or attempt to extract the source code of the Site beyond what is provided to you in your browser as a normal consequence of viewing it
  • Probe, scan, or test the vulnerability of the Site or any associated infrastructure without our written permission
  • Use any automated means (bots, scrapers, etc.) to access the Site, except for: (i) public search engines indexing publicly accessible pages, and (ii) accessibility tools used by individuals with disabilities
  • Submit content through the wizard's free-text fields that is unlawful, infringing, defamatory, harassing, or contains malicious code
  • Use the Site to violate any applicable law, including data protection laws, export control laws, sanctions, or anti-corruption laws
  • Impersonate another person or company in the order wizard or any communication with us
  • Interfere with or disrupt the Site or its underlying infrastructure

We reserve the right to investigate suspected violations and to take appropriate action, including refusing service, removing content, or terminating access.

6. Intellectual property

6.1 Our content

The Site, including its text, layout, design, images, logos, source code, and other content, is owned by Quantum Dynamics or our licensors and is protected by copyright, trademark, and other intellectual property laws. You may view and use the Site for your personal evaluation of our services, but you may not copy, modify, distribute, or create derivative works of the Site or its content without our written permission, except as expressly permitted by these Terms or by law.

"Smart IT" and "Quantum Dynamics" are trademarks of Quantum Dynamics LLC. You may not use these marks without our written permission, except for fair-use references in the ordinary course (e.g., describing that you use our service).

6.2 Your content

You retain ownership of any information you submit through the order wizard, including your company information, contact details, and any free-text notes ("Your Content"). By submitting Your Content, you grant Quantum Dynamics a non-exclusive, royalty-free, worldwide license to use Your Content for the purposes described in our Privacy Policy — primarily, to respond to your inquiry, prepare a quote, and (if you become a customer) deliver the service.

You represent that you have the right to share Your Content with us, and that doing so doesn't violate any third-party rights or obligations.

6.3 Feedback

If you send us feedback, suggestions, or ideas about the Site or our services ("Feedback"), you grant us a non-exclusive, royalty-free, worldwide, perpetual license to use the Feedback for any purpose without compensation or attribution to you. This is the standard "feedback license" that lets us actually act on what you tell us.

7. Privacy

Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Site, you acknowledge that you have read and understood our Privacy Policy.

8. Third-party services

The Site relies on services operated by third parties — for instance, Cloudflare for hosting, Stripe for payment processing, Resend for email delivery, and GitHub for our orders log. We don't control these third parties and aren't responsible for their actions or their content. Your use of those services is governed by their own terms and policies.

The Site may contain links to third-party websites. We provide these links for convenience and don't endorse the linked content. Following a link to a third-party site is at your own risk.

9. Disclaimers

THE SITE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

Without limiting the foregoing, we do not warrant that:

  • The Site will be uninterrupted, timely, secure, or error-free
  • The information on the Site is accurate, complete, or current — we work to keep it accurate, but pricing, plan contents, and feature availability change as Microsoft updates its services and as we update our offering
  • Quotes generated through the order wizard reflect a final, binding price — they are estimates based on the information you provide, subject to confirmation in a formal quote and Statement of Work
  • Defects will be corrected on any particular timeline

Some jurisdictions don't allow the exclusion of certain warranties. In those jurisdictions, our warranty disclaimers apply only to the maximum extent permitted by law.

10. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, QUANTUM DYNAMICS AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

The MSA, when signed, sets out a separate (and typically higher) limitation-of-liability framework for our actual delivery of managed services. Nothing in these Terms is intended to limit liability that cannot be limited under California Civil Code §1668 (gross negligence, willful injury, or violation of law) or any other non-waivable provision of applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless Quantum Dynamics, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your breach of these Terms
  • Your violation of applicable law
  • Your violation of any third party's rights
  • Your Content (as defined in §6.2), including any claim that Your Content infringes a third party's intellectual property or other rights

12. Termination

We may suspend or terminate your access to the Site at any time, with or without notice, if we believe in good faith that you've violated these Terms or that your use creates a security or operational risk. We don't typically take this action for casual or inadvertent violations; it's reserved for repeated or material misuse.

You may stop using the Site at any time by closing your browser. There's no account to "delete" because the Site doesn't require an account; if you've submitted personal information through the wizard and want it deleted, see §10 of our Privacy Policy.

The provisions of §6 (Intellectual Property), §9 (Disclaimers), §10 (Limitation of Liability), §11 (Indemnification), §13 (Governing Law), §14 (Disputes), and §16 (Miscellaneous) survive termination of these Terms.

13. Governing law

These Terms are governed by the laws of the State of California, without regard to its conflict-of-law principles. Use of the Site is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

14. Disputes

14.1 Informal resolution first

If you have a dispute with us arising out of these Terms or your use of the Site, please contact us first at michael@quantum-dynamics.org with a description of the dispute. We will work in good faith to resolve it informally. Many disputes can be resolved without formal proceedings.

14.2 Venue

If informal resolution fails, you and Quantum Dynamics agree that any dispute arising out of or relating to these Terms or your use of the Site will be brought in the state or federal courts located in Los Angeles County, California. You and Quantum Dynamics consent to the exclusive personal jurisdiction of those courts.

14.3 No class actions

You and Quantum Dynamics each agree that any dispute will be brought only in your or our individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

14.4 Time limit

Any claim arising out of or related to these Terms or your use of the Site must be filed within one (1) year after the cause of action accrues, or it will be permanently barred.

15. Changes

We may update these Terms from time to time. The "Last updated" date at the top reflects the most recent change. For material changes, we will provide additional notice — for instance, by posting a prominent notice on the Site or, where we have your email address, by sending you a notification.

Continued use of the Site after a change to these Terms constitutes acceptance of the updated Terms. If you don't agree to a change, your remedy is to stop using the Site.

16. Miscellaneous

16.1 Entire agreement

These Terms and the documents incorporated by reference (Privacy Policy; for paying customers, the MSA and SOW) constitute the entire agreement between you and Quantum Dynamics regarding the Site.

16.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions continue in full force and effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable while preserving its intent.

16.3 No waiver

Our failure to enforce a provision of these Terms is not a waiver of our right to do so later. Any waiver must be in writing to be effective.

16.4 Assignment

You may not assign or transfer these Terms or any rights under them. We may assign these Terms in connection with a merger, acquisition, or sale of assets, or to an affiliate.

16.5 No agency, partnership, or joint venture

Nothing in these Terms creates an agency, partnership, joint venture, or employment relationship between you and Quantum Dynamics.

16.6 Force majeure

Neither party is liable for any delay or failure to perform caused by events beyond reasonable control, including natural disasters, internet outages, third-party service failures, and acts of government.

16.7 Notices to you

We may send notices to you by posting them on the Site or, where we have your email address, by email. You agree that electronic notices satisfy any legal requirement for written notice.

16.8 Headings

Section headings are for convenience only and have no legal effect.

17. Contact

If you have questions about these Terms, contact us:

  • Email: michael@quantum-dynamics.org
  • Phone: +1 (310) 504-4075
  • Mail: Quantum Dynamics LLC, 2121 Avenue of the Stars, Suite 800, Los Angeles, CA 90067, USA