These General Terms and Conditions (“Terms”) govern:
in a legally binding way. Capitalized words are defined in the relevant dedicated section of this document.
The User (Service Provider) must read this document carefully. By registering for or using the Service, or by clicking to accept these Terms where this option is made available to You, You agree to be bound by these Terms, which form a legally binding agreement between You and the relevant Qualy entity (“Qualy,” “Owner,” “We,” “Us,” or “Our”).
Your registration for and continued use of the Service, following Your explicit acceptance of these Terms (e.g., via a checkbox during onboarding stating “I have read, understood, and explicitly agree to grant Qualy Services Brazil LTDA the mandate with the powers and conditions detailed in these General Terms and Conditions, authorizing it to collect payments on my behalf, and I acknowledge the Fee Schedule provided to me separately”), constitutes Your irrevocable grant of mandate to Qualy Services Brazil LTDA as set forth in section “The Qualy Service, Platform, and Mandate for Service Providers” of these Terms.
Any specific contract or agreement for services (e.g., a Master Services Agreement, Subscription Agreement) entered into between the Owner and You (as a Service Provider/Seller) shall always prevail over the general provisions of these Terms. In such cases, these Terms shall apply only residially and in accordance with applicable provisions in such specific agreements.
Although the entire contractual relationship relating to these Products is entered into solely by the Owner and Users, Users acknowledge and agree that, where this Application has been provided to them via the Apple App Store, Apple may enforce these Terms as a third-party beneficiary.
Nothing in these Terms creates any relationship of employment, agency (except as explicitly stated herein regarding Qualy acting as a mandatary for You for payment collection from Your End-Users/Buyers, if applicable), or partnership between the involved parties beyond the provision and use of the Service as described.
This Application is provided by:
Owner contact email: support@qualyhq.com
Relationship with End-User/Buyer Payment Terms: Your End-Users/Buyers making payments to You through this Application are subject to separate “Qualy Platform - Payer Terms and Conditions.” You are responsible for ensuring Your Provider Services and Your own terms with Your End-Users/Buyers are consistent with those Payer Terms where applicable, particularly regarding payment facilitation through Qualy.
This Application is a platform provided by Qualy that enables You, the Service Provider (Seller), to:
Qualy’s Role with You (Service Provider) and Your End-Users/Buyers:
Grant of Mandate for Payment Collection : As a condition of using the Service to receive payments from End-Users/Buyers in or from Brazil, and by Your explicit acceptance of these Terms, You are a Service Provider established or collecting payments in Brazil, hereby name and appoint Qualy Services Brazil LTDA (“Qualy Mandataria”) as Your true and lawful mandatary (mandatária), granting it specific and irrevocable powers, for the duration of Your use of the Service, to act in Your name and on Your behalf (“Mandate”) to:
Nature of Collected Funds and Qualy’s Revenue (Under Mandate): It is expressly understood and agreed by You and Qualy Mandataria that any amounts collected by Qualy Mandataria from Your End-Users/Buyers for Your Provider Services under the Mandate described in this section are collected on Your behalf and for Your account. Such gross amounts constitute Your revenue , not the revenue of Qualy Mandataria.
Qualy Mandataria’s revenue shall consist exclusively of Qualy’s Fees (as defined in this section) for the services it provides to You under these Terms. Qualy Mandataria will issue its Nota Fiscal de Serviço Eletrônica (NFS-e) or equivalent tax invoice to You for Qualy’s Fees.
Your Responsibility for Your Provider Services and Tax Obligations:
Release (Regarding Interactions Facilitated by Qualy): By accepting these Terms, and to the maximum extent permitted by applicable law (noting that such releases may have limited enforceability against Consumers in Brazil), You release and forever discharge the Owner, its officers, directors, employees, and agents from any and all claims, demands, and damages (actual or consequential, direct or indirect) arising out of or in any way connected with disputes between You and Your End-Users/Buyers, or other Users of the platform, except where such claims arise directly from Qualy’s gross negligence or willful misconduct in providing its own Service to You.
Qualy reserves the right to remove or restrict access to any of Your Products or Your account if they allegedly do not conform to these Terms, applicable law, or upon receipt of legitimate complaints or legal orders, in Qualy’s sole discretion or as required.
If You provide Qualy with contact information for Your End-Users/Buyers (e.g., for payment notifications, service delivery), You warrant that:
Qualy will only process such End-User data as instructed by You or as necessary to provide the contracted intermediation services, in accordance with data protection laws and Our Privacy Policy.
Individuals contacted by the Owner retain the right to:
The Owner shall not be held liable for any claims or damages arising from a User’s failure to comply with their data protection obligations under this section and otherwise.
The processing of Your personal data (as a Service Provider representative) and any End-User data You provide will be carried out in compliance with the General Data Protection Law (LGPD - Law No. 13.709/2018) . The Data Protection Officer (DPO / Encarregado) for Qualy Services Brazil LTDA can be contacted via * support@qualyhq.com .
You, as a Service Provider in Brazil, have rights under LGPD concerning Your personal data held by Qualy. Your End-Users in Brazil also have rights under LGPD concerning their data, for which You are primarily responsible as the controller of their data for Your Provider Services.
Unless otherwise specified, the terms of use detailed in this section apply generally when using this Application.
Single or additional conditions of use or access may apply in specific scenarios and in such cases are additionally indicated within this document.
By using this Application, Users confirm to meet the following requirements:
To use the Service Users must register or create a User account, providing all required data or information in a complete and truthful manner. Failure to do so will cause unavailability of the Service.
Users are responsible for keeping their login credentials confidential and safe. For this reason, Users are also required to choose passwords that meet the highest standards of strength permitted by this Application.
By registering, Users agree to be fully responsible for all activities that occur under their username and password. Users are required to immediately and unambiguously inform the Owner via the contact details indicated in this document, if they think their personal information, including but not limited to User accounts, access credentials or personal data, have been violated, unduly disclosed or stolen.
Registration of User accounts on this Application is subject to the conditions outlined below. By registering, Users agree to meet such conditions.
Users can terminate their account and stop using the Service subject to the conditions and according to the procedures outlined in the relevant section of this Application. Users in Brazil qualifying as Consumers always have the right to request the termination of their account and services, subject to any outstanding payment obligations for services already rendered or contracted fixed terms.
However, termination of the account will not generally entitle the User to a refund for any subscription period already paid for by the User, unless otherwise mandated by applicable law (such as the right of repentance for Consumers in Brazil, detailed elsewhere in these Terms) or specified in a particular offer.
The Owner reserves the right to suspend or terminate the User’s account at any time and without notice, at the Owner’s sole discretion, in these cases:
The suspension or deletion of User accounts shall not entitle Users to any claims for compensation, damages or reimbursement. The suspension or deletion of accounts due to causes attributable to the User does not exempt the User from paying any applicable fees or prices.
For users located in Brazil, the processing of personal data in the context of account registration and management will be carried out in accordance with the General Data Protection Law (LGPD - Law No. 13.709/2018) . The Data Protection Officer (DPO / Encarregado) for Qualy Services Brazil LTDA can be contacted as indicated in the “Client Consent for User Contact” section.
In addition to the rules mentioned above, users in Brazil have the following additional rights under the LGPD:
Users in Brazil who wish to exercise their rights under the LGPD may contact the Owner at: support@qualyhq.com or the designated DPO contact.
Unless where otherwise specified or clearly recognizable, all content available on this Application is owned or provided by the Owner or its licensors.
The Owner undertakes its utmost effort to ensure that the content provided on this Application infringes no applicable legal provisions or third-party rights. However, it may not always be possible to achieve such a result. In such cases, without prejudice to any legal prerogatives of Users to enforce their rights, Users are kindly asked to preferably report related complaints using the contact details provided in this document.
The Owner holds and reserves all intellectual property rights for any such content.
Users may not therefore use such content in any way that is not necessary or implicit in the proper use of the Service.
In particular, but without limitation, Users may not copy, download, share (beyond the limits set forth below), modify, translate, transform, publish, transmit, sell, sublicense, edit, transfer/assign to third parties or create derivative works from the content available on this Application, nor allow any third party to do so through the User or their device, even without the User’s knowledge.
Where explicitly stated on this Application, the User may download, copy and/or share some content available through this Application for its sole personal and non-commercial use and provided that the copyright attributions and all the other attributions requested by the Owner are correctly implemented.
Any applicable statutory limitation or exception to copyright shall stay unaffected.
The Owner allows Users to upload, share or provide their own content to this Application.
By providing content to this Application, Users confirm that they are legally allowed to do so and that they are not infringing any statutory provisions and/or third-party rights.
Users acknowledge and accept that by providing their own content on this Application they grant the Owner a non-exclusive, fully paid-up and royalty-free license to process such content solely for the operation and maintenance of this Application as contractually required.
To the extent permitted by applicable law, Users waive any moral rights in connection with content they provide to this Application.
Users acknowledge, accept and confirm that all content they provide through this Application is provided subject to the same general conditions set forth for content on this Application.
Users are solely liable for any content they upload, post, share, or provide through this Application. Users acknowledge and accept that the Owner does not filter or moderate such content proactively , but reserves the right to remove content in certain circumstances as detailed below, and may be required to do so under applicable law (e.g., Brazilian Marco Civil da Internet upon court order).
However, the Owner reserves the right to remove, delete, block or rectify such content at its own discretion and to, without prior notice, deny the uploading User access to this Application:
The removal, deletion, blocking or rectification of content shall not entitle Users that have provided such content or that are liable for it, to any claims for compensation, damages or reimbursement. Users agree to hold the Owner harmless from and against any claim asserted and/or damage suffered due to content they provided to or provided through this Application.
If the reported content is deemed objectionable, it will be removed within 24 hours and the User who provided the content will be barred from using the Service.
Content that Users provide to this Application is made available according to the criteria outlined within this section.
Content meant for public availability shall be automatically made public on this Application upon upload or, at the sole discretion of the Owner, at a later stage.
Any personal data, identifier or any other information that Users upload in connection with such content (such as a User-ID, avatar or nickname etc.) shall also appear in connection with the published content.
Private content provided by Users shall stay private and will not be shared with any third parties or accessed by the Owner without the User’s explicit consent.
Users may (and are encouraged to) check on this Application to find details of who can access the content they provide.
In compliance with Law No. 12.965/2014 (Marco Civil da Internet) and Law No. 13.709/2018 (General Data Protection Law - LGPD), the following additional conditions apply to Users in Brazil and content related to Brazil:
If any rights are violated, Users may contact the Owner through the channels indicated in this document.
Through this Application Users may have access to external resources provided by third parties. Users acknowledge and accept that the Owner has no control over such resources and is therefore not responsible for their content and availability.
Conditions applicable to any resources provided by third parties, including those applicable to any possible grant of rights in content, result from each such third parties’ terms and conditions or, in the absence of those, applicable statutory law.
This Application and the Service may only be used within the scope of what they are provided for, under these Terms and applicable law.
Users are solely responsible for making sure that their use of this Application and/or the Service violates no applicable law, regulations or third-party rights.
Therefore, the Owner reserves the right to take any appropriate measure to protect its legitimate interests including denying Users access to this Application or the Service, terminating contracts, reporting any misconduct performed through this Application or the Service to the competent authorities – such as judicial or administrative authorities - whenever Users are suspected to be in violation of any laws, regulations, third-party rights and/or these Terms, including, but not limited to, by engaging in any of the following activities:
This Application gives Users the opportunity to receive advantages if, as a result of their recommendation, any new User purchases a Product offered on this Application. In order to take advantage of this offer, Users may invite others to purchase the Products on this Application by sending them a tell-a-friend code provided by the Owner. Such codes can only be redeemed once. If upon purchase of the Products on this Application any of the persons invited redeems a tell-a-friend code, the inviting User shall receive the advantage or benefit (such as: a price reduction, an additional service feature, an upgrade etc.) specified on this Application. Tell-a-friend codes may be limited to specific Products among those offered on this Application.
The Owner reserves the right to end the offer at any time at its own discretion.
While no general limitation applies to the number of persons that can be invited, the amount of advantage or benefit that each inviting User can receive, may be limited.
Any intellectual or industrial property rights, and any other exclusive rights on software or technical applications embedded in or related to this Application are held by the Owner and/or its licensors.
Subject to Users’ compliance with and notwithstanding any divergent provision of these Terms, the Owner merely grants Users a revocable, non-exclusive, non-sublicensable and non-transferable license to use the software and/or any other technical means embedded in the Service within the scope and for the purposes of this Application and the Service offered.
This license does not grant Users any rights to access, usage or disclosure of the original source code. All techniques, algorithms, and procedures contained in the software and any documentation thereto related is the Owner’s or its licensors’ sole property.
All rights and license grants to Users shall immediately terminate upon any termination or expiration of the Agreement.
Users may access their data relating to this Application via the Application Program Interface (API). Any use of the API, including use of the API through a third-party product/service that accesses this Application, is bound by these Terms and, in addition, by the following specific terms:
This section now primarily refers to paid Products or subscriptions You (the Service Provider) purchase from Qualy (e.g., platform access fees, premium features).
Some of the Products or Service tiers provided by Qualy on this Application to You, the Service Provider, are provided on the basis of payment (e.g., subscription fees).
The fees, duration, and conditions applicable to the purchase of such Products from Qualy are described below, in dedicated sections of this Application, or in Your specific service agreement with Qualy.
Prices, descriptions or availability of Products are outlined in the respective sections of this Application and are subject to change without notice.
While Products on this Application are presented with the greatest accuracy technically possible, representation on this Application through any means (including, as the case may be, graphic material, images, colors, sounds) is for reference only and implies no warranty as to the characteristics of the purchased Product.
The characteristics of the chosen Product will be outlined during the purchasing process.
Any steps taken from choosing a Product to order submission form part of the purchasing process.
The purchasing process includes these steps:
When the User submits an order, the following applies:
All notifications related to the described purchasing process shall be sent to the email address provided by the User for such purposes.
Users are informed during the purchasing process and before order submission, about any fees, taxes and costs (including, if any, delivery costs) that they will be charged.
Prices on this Application are displayed:
either exclusive or inclusive of any applicable fees, taxes and costs, depending on the section the User is browsing.
Specific Provision for Users (Service Providers) in Brazil qualifying as Consumers: For Users in Brazil qualifying as Consumers purchasing Qualy’s Products, the final price presented prior to order submission will be the total amount due in Brazilian Reais (BRL), including all applicable taxes (such as IOF - Imposto sobre Operações Financeiras - for international transactions, if applicable and processed via the platform) and the Owner’s intermediation fees. The breakdown of these costs will be made available. Qualy Services Brazil LTDA will issue a Nota Fiscal de Serviço Eletrônica (NFS-e) for its intermediation fee to the party responsible for its payment, in accordance with Brazilian tax regulations.
The Owner may offer discounts or provide special offers for the purchase of Products. Any such offer or discount shall always be subject to the eligibility criteria and the terms and conditions set out in the corresponding section of this Application.
Offers and discounts are always granted at the Owner’s sole discretion.
Repeated or recurring offers or discounts create no claim/title or right that Users may enforce in the future.
Depending on the case, discounts or offers shall be valid for a limited time only or while stocks last. If an offer or discount is limited by time, the time indications refer to the time zone of the Owner, as indicated in the Owner’s location details in this document, unless otherwise specified.
Offers or discounts can be based on Coupons.
If breach of the conditions applicable to Coupons occurs, the Owner can legitimately refuse to fulfill its contractual obligations and expressly reserves the right to take appropriate legal action to protect its rights and interests.
Notwithstanding the provisions below, any additional or diverging rules applicable to using the Coupon displayed in the corresponding information page or on the Coupon itself shall always prevail.
Unless otherwise stated, these rules apply to the use of Coupons:
Information related to accepted payment methods are made available during the purchasing process.
Some payment methods may only be available subject to additional conditions or fees. In such cases related information can be found in the dedicated section of this Application.
All payments are independently processed through third-party services. Therefore, this Application does not collect any payment information – such as credit card details – but only receives a notification once the payment has been successfully completed.
If a payment through the available methods fails or is refused by the payment service provider, the Owner shall be under no obligation to fulfill the purchase order. Any possible costs or fees resulting from the failed or refused payment shall be borne by the User.
If Users authorize the PayPal feature which allows future purchases, this Application will store an identification code linked to the Users’ PayPal account. This will authorize this Application to automatically process payments for future purchases or recurring installments of past purchases.
This authorization can be revoked at any time, either by contacting the Owner or by changing the user settings offered by PayPal.
Okay, this is a common and important scenario to address clearly. Users need to understand which payment processor’s terms apply to them.
Here’s an improved version of that section, designed to be more flexible and transparent given your use of Asaas, Zai, and Transfermate:
By using this Application and initiating payments, you acknowledge and agree that your payments will be processed by third-party payment service providers (“Payment Processors”) selected by Us. The specific Payment Processor(s) utilized may vary depending on factors such as your geographical location, the currency of the transaction, the location of the Seller, and the specific services being acquired.
The Payment Processor(s) applicable to a specific transaction(s) will be identified to you at the point of payment. By enabling the payment method and when the Payer proceeds with the payment, you authorize the designated Payment Processor(s) to facilitate your payment and you agree to be bound by their respective terms and conditions and privacy policies. It is your responsibility to review these terms.
Links to the terms and conditions of our primary Payment Processors are provided below for your reference. Please note that for certain transactions, particularly cross-border payments, more than one Payment Processor may be involved in the payment chain, and the terms of each relevant processor may apply.
If the designated Payment Processor for your transaction is not listed above, or if you are unsure which terms apply, the relevant terms and conditions will be made available to you at the point of payment or can be requested from Us.
By using our Service to make and receive payments, you expressly authorize Qualy (and its relevant regional entities, e.g., Qualy Services Brazil LTDA) to share your payment information and other necessary personal data with the applicable Payment Processor(s) for the purpose of processing your transactions and complying with regulatory obligations.
Until payment of the total purchase price is received by the Owner (for its fees) and/or the Seller (for the Product), any Products ordered shall not become the User’s property to the extent applicable (e.g., for deliverable goods, not typically for services).
Users do not acquire any rights to use the purchased Product until the total purchase price is received by the Owner (for its fees or directly sold Products) and/or the Seller.
Unless otherwise stated, digital content purchased on this Application is delivered via download on the device(s) chosen by Users.
Users acknowledge and accept that in order to download and/or use the Product, the intended device(s) and its respective software (including operating systems) must be legal, commonly used, up-to-date, and consistent with current market-standards.
Users acknowledge and accept that the ability to download the purchased Product may be limited in time and space.
The purchased service shall be performed or made available within the timeframe specified on this Application or as communicated before the order submission.
Users have the option to test this Application or selected Products during a limited and non-renewable trial period, at no cost. Some features or functions of this Application may not be available to Users during the trial period. Further conditions applicable to the trial period, including its duration, will be specified on this Application.
The trial period shall end automatically and shall not convert into any paid Product unless the User actively purchases such paid Product.
Subscriptions allow Users to receive a Product continuously or regularly over time. Details regarding the type of subscription and termination are outlined below.
Paid fixed-term subscriptions start on the day the payment is received by the Owner and last for the subscription period chosen by the User or otherwise specified during the purchasing process.
Once the subscription period expires, the Product shall no longer be accessible.
Subscriptions are automatically renewed through the payment method that the User chose during purchase, unless the User cancels prior to the renewal date.
The renewed subscription will last for a period equal to the original term.
The User shall receive a reminder of the upcoming renewal with reasonable advance, outlining the procedure to be followed in order to cancel the automatic renewal. For Users in Brazil qualifying as Consumers, this notification will be clear and prominent, and cancellation must be easily accessible. Automatic renewal will only occur with the User’s prior express agreement to this renewal mechanism at the time of the initial subscription.
Subscriptions may be terminated by sending a clear and unambiguous termination notice to the Owner using the contact details provided in this document, or — if applicable — by using the corresponding controls inside this Application.
If the notice of termination is received by the Owner before the subscription renews, the termination shall take effect as soon as the current period is completed.
However, regardless of the above, if the User is based in Germany and qualifies as a Consumer, the following applies:
At the end of the initial term, subscriptions are automatically extended for an unlimited period, unless the User terminates before the end of such term.
The fee due upon extension will be charged on the payment method that the User chose during purchase.
After extension, the subscription will last for an indefinite period and may be terminated monthly.
The User shall receive a reminder of the upcoming unlimited extension with reasonable advance, outlining the procedure to be followed in order to prevent the extension or terminate the subscription thereafter.
Extended subscriptions may be terminated at any time by sending a clear and unambiguous termination notice to the Owner using the contact details provided in this document, or — if applicable — by using the corresponding controls inside this Application.
If the notice of termination is received by the Owner by the end of the current month, the subscription shall expire at the end of such month.
Unless exceptions apply, the User may be eligible to withdraw from the contract within the period specified below (generally 14 days), for any reason and without justification. Users can learn more about the withdrawal conditions within this section.
The right of withdrawal provisions below primarily refer to rights applicable under EU consumer law and may not apply directly to contracts entered into with the Owner if the Owner is not an EU entity or the transaction doesn’t fall under EU consumer protection scope. However, specific rights of withdrawal may apply under local laws.
It may, however, apply to contracts entered into with Sellers. If applicable, the right to withdraw from contracts entered into with Sellers via this Application is subject to the conditions and specifications made available by each Seller on this Application, and mandatory applicable local law.
Specific Provisions for Users in Brazil qualifying as Consumers (Right of Repentance - Direito de Arrependimento) : Notwithstanding any other provision in these Terms, Users in Brazil qualifying as Consumers have the right of repentance (direito de arrependimento) as established by Article 49 of the Brazilian Consumer Protection Code (Law No. 8.078/1990). This means that for any Product or Service contracted online through this Application (whether from a Seller or directly from the Owner, if applicable):
The User agrees to indemnify and hold the Owner and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners and employees harmless from and against any claim or demand — including but not limited to lawyer’s fees and costs — made by any third party due to or in relation with any culpable use of or connection to the Service, violation of these Terms, infringement of any third-party rights or statutory provision by the User or its affiliates, officers, directors, agents, co-branders, partners and employees to the extent allowed by applicable law.
Users acknowledge and accept that the Owner provides Users with the technical infrastructure, features, and payment intermediation services incorporated in this Application.
The Owner does not typically intermediate, moderate (beyond initial onboarding or specific reports), promote or intervene in the direct provision of educational services between Users (Buyers) and Sellers, and therefore its liability for such interactions is generally limited to its role as a platform provider and payment intermediator. However, for Users in Brazil qualifying as Consumers, the Brazilian Consumer Protection Code (CDC) establishes a system of joint and several liability among all participants in the supply chain. Therefore, despite the limitations stated herein, Qualy Services Brazil LTDA may be held liable under the CDC for issues arising from transactions facilitated through the platform if it is considered part of the supply chain for such Consumers.
Users, in particular, acknowledge and accept that the Owner is not the direct provider of the educational Products offered by Sellers on this Application.
This means that Sellers and Buyers are solely liable for respectively offering and purchasing through this Application and for the obligations resulting thereof, except where liability is mandatorily imposed on the Owner by applicable law (such as the Brazilian CDC).
In particular, the Owner shall generally bear no direct liability for:
Unless otherwise explicitly stated and without prejudice to applicable statutory product liability provisions, Users shall have no right to claim damages against the Owner (or any natural or legal person acting on its behalf) beyond what is permitted by these Terms or mandatory applicable law.
This does not apply to damages to life, health or physical integrity, damages resulting from the breach of an essential contractual obligation such as any obligation strictly necessary to achieve the purpose of the contract, and/or damages resulting from intent or gross negligence, as long as this Application has been appropriately and correctly used by the User.
Unless damages have been caused by way of intent or gross negligence, or they affect life, health or physical integrity, the Owner shall only be liable to the extent of typical and foreseeable damages at the moment the contract was entered into.
Specific Provision for Users in Brazil qualifying as Consumers: Notwithstanding any limitation of liability stated herein, for Users in Brazil qualifying as Consumers, the liability of Qualy Services Brazil LTDA shall be governed by the Brazilian Consumer Protection Code (Law No. 8.078/1990). Clauses that exempt or attenuate the Owner’s liability in a manner inconsistent with the CDC may be considered null and void.
In particular, within the limits stated above (and subject to mandatory Brazilian law for Consumers), the Owner shall not be liable for:
any loss of business opportunities and any other loss, even indirect, that may be incurred by the User (such as, but not limited to, trading losses, loss of revenue, income, profits or anticipated savings, loss of contracts or business relationships, loss of reputation or goodwill, etc.);
damages or losses resulting from interruptions or malfunctions of this Application due to acts of force majeure, or unforeseen and unforeseeable events and, in any case, independent of the will and beyond the control of the Owner, such as, but not limited to, failures or disruptions of telephone or electrical lines, the Internet and / or other means of transmission, unavailability of websites, strikes, natural disasters, viruses and cyber attacks, interruptions in the delivery of products, third-party services or applications;
any losses that are not the direct consequence of a breach of the Terms by the Owner;
any damage, prejudice or loss occurring due to viruses or other malware contained in or connected to files available for download from the internet or via this Application. Users are responsible for implementing sufficient security measures – such as anti-viruses and firewalls to prevent any such infection or attack and for securing backup copies of all data or information exchanged via or uploaded to this Application.
Notwithstanding the above, the following limitation applies to all Users not qualifying as Consumers:
In any event of liability, the compensation may not exceed the total payments that have been, will be or would be received by the Owner from the User based on the contract over a period of 12 months, or the period of the duration of the Agreement, if shorter.
Nothing in these Terms excludes, restricts or modifies any guarantee, condition, warranty, right or remedy which the User may have under the Competition and Consumer Act 2010 (Cth) or any similar State and Territory legislation and which cannot be excluded, restricted or modified (non-excludable right). To the fullest extent permitted by law, our liability to the User, including liability for a breach of a non-excludable right and liability which is not otherwise excluded under these Terms of Use, is limited, at the Owner’s sole discretion, to the re-performance of the services or the payment of the cost of having the services supplied again.
This Application is provided strictly on an “as is” and “as available” basis. Use of the Service is at Users’ own risk. To the maximum extent permitted by applicable law, the Owner expressly disclaims all conditions, representations, and warranties — whether express, implied, statutory or otherwise, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third-party rights. No advice or information, whether oral or written, obtained by user from owner or through the Service will create any warranty not expressly stated herein.
Without limiting the foregoing, the Owner, its subsidiaries, affiliates, licensors, officers, directors, agents, co-branders, partners, suppliers and employees do not warrant that the content is accurate, reliable or correct; that the Service will meet Users’ requirements; that the Service will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Service is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the Service is downloaded at users own risk and users shall be solely responsible for any damage to Users’ computer system or mobile device or loss of data that results from such download or Users’ use of the Service.
The Owner does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Service or any hyperlinked website or service, and the Owner shall not be a party to or in any way monitor any transaction between Users and third-party providers of products or services.
The Service may become inaccessible or it may not function properly with Users’ web browser, mobile device, and/or operating system. The owner cannot be held liable for any perceived or actual damages arising from Service content, operation, or use of this Service.
Federal law, some states, and other jurisdictions, do not allow the exclusion and limitations of certain implied warranties. The above exclusions may not apply to Users. This Agreement gives Users specific legal rights, and Users may also have other rights which vary from state to state. The disclaimers and exclusions under this agreement shall not apply to the extent prohibited by applicable law.
To the maximum extent permitted by applicable law, in no event shall the Owner, and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees be liable for
This limitation of liability section shall apply to the fullest extent permitted by law in the applicable jurisdiction whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if company has been advised of the possibility of such damage.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, therefore the above limitations or exclusions may not apply to User. The terms give User specific legal rights, and User may also have other rights which vary from jurisdiction to jurisdiction. The disclaimers, exclusions, and limitations of liability under the terms shall not apply to the extent prohibited by applicable law.
The User agrees to defend, indemnify and hold the Owner and its subsidiaries, affiliates, officers, directors, agents, co-branders, partners, suppliers and employees harmless from and against any and all claims or demands, damages, obligations, losses, liabilities, costs or debt, and expenses, including, but not limited to, legal fees and expenses, arising from
The Owner’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
To ensure the best possible service level, the Owner reserves the right to interrupt the Service for maintenance, system updates or any other changes, informing the Users appropriately.
Within the limits of law, the Owner may also decide to suspend or terminate the Service altogether. If the Service is terminated, the Owner will cooperate with Users to enable them to withdraw Personal Data or information in accordance with applicable law.
Additionally, the Service might not be available due to reasons outside the Owner’s reasonable control, such as “force majeure” (eg. labor actions, infrastructural breakdowns or blackouts etc).
Users may not reproduce, duplicate, copy, sell, resell or exploit any portion of this Application and of its Service without the Owner’s express prior written permission, granted either directly or through a legitimate reselling programme.
To learn more about the use of their Personal Data, Users may refer to the privacy policy of this Application.
Without prejudice to any more specific provision of these Terms, any intellectual property rights, such as copyrights, trademark rights, patent rights and design rights related to this Application are the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties relating to intellectual property.
All trademarks — nominal or figurative — and all other marks, trade names, service marks, word marks, illustrations, images, or logos appearing in connection with this Application are, and remain, the exclusive property of the Owner or its licensors and are subject to the protection granted by applicable laws or international treaties related to intellectual property.
The Owner reserves the right to amend or otherwise modify these Terms at any time. In such cases, the Owner will appropriately inform the User of these changes.
Such changes will only affect the relationship with the User for the future.
The continued use of the Service will signify the User’s acceptance of the revised Terms. If Users do not wish to be bound by the changes, they must stop using the Service. Failure to accept the revised Terms, may entitle either party to terminate the Agreement.
For Users in Brazil qualifying as Consumers: For material changes to these Terms, particularly those that may affect consumer rights, the Owner will endeavor to obtain explicit acceptance where required by or advisable under Brazilian law, in addition to providing prior notification.
The applicable previous version will govern the relationship prior to the User’s acceptance. The User can obtain any previous version from the Owner.
Any change of these Terms shall be communicated in writing no later than one month prior to becoming effective. Should Consumers not accept the modified Terms, they shall have the right to terminate the Agreement without any penalty nor right to claim compensation up to four months following the day on which the modified Terms have become effective.
Notwithstanding the general provisions for changes to these Terms, any modification by Qualy to the core aspects of the Mandate granted by that would substantially and detrimentally alter the nature of the mandate, Qualy Mandataria’s fundamental powers thereunder, or the principle of revenue recognition as described (where such change is to Your detriment), will require Your explicit prior consent or acceptance (e.g., via email confirmation, platform notification requiring affirmative action, or other verifiable means) in addition to the standard notice period. This does not apply to changes in Qualy’s Fees which are governed by the terms of Your Fee Schedule.”
The Owner reserves the right to transfer, assign, dispose of by novation, or subcontract any or all rights or obligations under these Terms, taking the User’s legitimate interests into account. Provisions regarding changes of these Terms will apply accordingly.
Users may not assign or transfer their rights or obligations under these Terms in any way, without the written permission of the Owner.
All communications relating to the use of this Application must be sent using the contact information stated in this document.
Should any provision of these Terms be deemed or become invalid or unenforceable under applicable law, the invalidity or unenforceability of such provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.
Any such invalid or unenforceable provision will be interpreted, construed and reformed to the extent reasonably required to render it valid, enforceable and consistent with its original intent. These Terms constitute the entire Agreement between Users and the Owner with respect to the subject matter hereof, and supersede all other communications, including but not limited to all prior agreements, between the parties with respect to such subject matter. These Terms will be enforced to the fullest extent permitted by law.
Should any provision of these Terms be or be deemed void, invalid or unenforceable, the parties shall do their best to find, in an amicable way, an agreement on valid and enforceable provisions thereby substituting the void, invalid or unenforceable parts. In case of failure to do so, the void, invalid or unenforceable provisions shall be replaced by the applicable statutory provisions, if so permitted or stated under the applicable law.
Without prejudice to the above, the nullity, invalidity or the impossibility to enforce a particular provision of these Terms shall not nullify the entire Agreement, unless the severed provisions are essential to the Agreement, or of such importance that the parties would not have entered into the contract if they had known that the provision would not be valid, or in cases where the remaining provisions would translate into an unacceptable hardship on any of the parties.
These Terms are governed by the law of the place where the Owner is based, as disclosed in the relevant section of this document, without regard to conflict of laws principles.
Specific Provision for Users in Brazil: Notwithstanding the foregoing, for any matters involving Qualy Services Brazil LTDA as the contracting party, or for Users located in Brazil where Brazilian law is mandatorily applicable (particularly for Users qualifying as Consumers under the Brazilian Consumer Protection Code), these Terms and any disputes arising hereunder shall be governed by the laws of the Federative Republic of Brazil.
However, regardless of the above, if the User qualifies as a European Consumer and has their habitual residence in a country where the law provides for a higher consumer protection standard, such higher standards shall prevail.
The exclusive competence to decide on any controversy resulting from or connected to these Terms lies with the courts of the place where the Owner is based, as displayed in the relevant section of this document.
Specific Provision for Users in Brazil: Notwithstanding the foregoing, for any disputes involving Qualy Services Brazil LTDA as a party, or for Users located in Brazil where Brazilian courts have mandatory jurisdiction:
Clauses establishing a foreign jurisdiction may be considered non-enforceable against Users in Brazil, especially Consumers.
The above does not apply to any Users that qualify as European Consumers, nor to Consumers based in Switzerland, Norway or Iceland.
This Agreement shall continue in effect until it is terminated by either this Application or the User. Upon termination, the provisions contained in these Terms that by their context are intended to survive termination or expiration will survive, including but not limited to the following:
Users may bring any disputes to the Owner who will try to resolve them amicably.
While Users’ right to take legal action shall always remain unaffected, in the event of any controversy regarding the use of this Application or the Service, Users are kindly asked to contact the Owner at the contact details provided in this document.
The User may submit the complaint including a brief description and if applicable, the details of the related order, purchase, or account, to the Owner’s email address specified in this document.
The Owner will will acknowledge receipt within 1-2 business days and will process the complaint without undue delay, aiming to provide a substantive response within 5-10 business days of receiving it.
Specific Provision for Users in Brazil: Users in Brazil are encouraged to first attempt amicable dispute resolution with the Owner. Additionally, Consumers in Brazil may use the online dispute resolution platform maintained by the Brazilian government, Consumidor.gov.br, to resolve disputes with Qualy Services Brazil LTDA and Sellers on the platform who are registered there.
The European Commission has established an online platform for alternative dispute resolutions that facilitates an out-of-court method for solving disputes related to and stemming from online sale and service contracts.
As a result, any European Consumer or Consumer based in Norway, Iceland, or Liechtenstein can use such platform for resolving disputes stemming from contracts which have been entered into online. The platform is available at the following link .
Within one year of submitting a written complaint to the Owner regarding any dispute stemming from these Terms, Consumers have the right to initiate a mediation procedure before
The property that enables the provision of the Service.
Any legally binding or contractual relationship between the Owner and the User, governed by these Terms.
Any User that does not qualify as a Consumer.
Indicates any User who buys goods or services from Sellers through this Application, regardless of whether or not the actual transaction takes place through this Application.
Any code or voucher, in print or electronic form, which allows the User to purchase the Product at a discounted price.
Applies where a User is physically present or has their registered offices within the EU, regardless of nationality.
Indicates the natural person(s) or legal entity that provides this Application and/or the Service to Users. For Users in Brazil, when services are rendered in or targeted at Brazil, this primarily refers to Qualy Services Brazil LTDA as the local contracting entity or representative.
Product: Refers to: (a) the services or goods offered by You (the “Seller” / “Service Provider”) to End-Users/Buyers via this Application (“Provider Products”); and (b) any direct services or subscriptions offered by the Owner (Qualy) to You for Your use of this Application (“Qualy Products”).
Indicates any User who sells goods or services to Buyers through this Application, regardless of whether or not the actual transaction takes place through this Application.
The service provided by this Application as described in these Terms and on this Application, including platform access, facilitation of connections, and payment intermediation.
All provisions applicable to the use of this Application and/or the Service as described in this document, including any other related documents or agreements, and as updated from time to time.
Indicates any natural person or legal entity using this Application.
Any User qualifying as a natural person who accesses goods or services for personal use, or more generally, acts for purposes outside their trade, business, craft or profession.
For Users in Brazil: A Consumer is any individual or legal entity that acquires or uses a product or service as an end-user, according to Article 2 of the Brazilian Consumer Protection Code (Law No. 8.078/1990).
Zai Australia Pty. Ltd. (ABN 96 637 632645) together with affiliates, subsidiaries and divisions, or another payment processor designated by the Owner, including any local partners required for specific jurisdictions like Brazil.
ASAAS Gestão Financeira Instituição de Pagamento S.A. CNPJ: 19.540.550/0001-21, a Brazilian payment processor, or another payment processor designated by the Owner for transactions in Brazil.
Transfermate is a payment processor that may be used for international transactions in Europe, currency exchange and cross-border payments, or another payment processor designated by the Owner for such transactions.
