Legal
These Terms and Conditions (these "Terms") constitute a legally binding agreement between you ("User," "you," or "your") and NorthQuinn Inc., a Delaware corporation ("NorthQuinn," "we," "us," or "our"), governing your access to and use of www.northquinn.com, including all content, features, and materials made available through the Site (collectively, the "Site"). By accessing or using the Site in any manner, you represent that you have read, understood, and agree to be bound by these Terms and by NorthQuinn's Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms in their entirety, you must not access or use the Site.
Your access to and use of the Site constitutes your binding acceptance of these Terms as of the date of such access or use. If you are accessing the Site on behalf of a company, organization, or other legal entity, you represent and warrant that you have authority to bind such entity to these Terms, and all references to "you" or "your" in these Terms shall refer to both you individually and such entity. If you do not have such authority, you must not accept these Terms or access the Site on behalf of such entity.
NorthQuinn reserves the right to require, and you agree to execute, additional written agreements governing any specific engagement, service, or transaction between you and NorthQuinn. In the event of a conflict between these Terms and any such specific written agreement executed by authorized representatives of both parties, the terms of the specific written agreement shall control with respect to the subject matter thereof.
| Term | Meaning |
|---|---|
| "Site" | The website located at www.northquinn.com, including all pages, subdomains, subpages, content, features, materials, and functionality made available through or in connection therewith. |
| "Content" | All text, graphics, photographs, illustrations, data, software, audio, video, information, and other materials made available through the Site. |
| "User Submission" | Any information, text, data, or other content submitted by you to NorthQuinn through the Site, including contact form submissions and any accompanying attachments. |
| "NorthQuinn IP" | All intellectual property rights in and to the Site and Content, including without limitation all trademarks, service marks, trade names, copyrights, patents, trade secrets, and other proprietary rights owned by or licensed to NorthQuinn. |
| "Engagement Agreement" | A separate written agreement, statement of work, or services contract duly executed by authorized representatives of both you (or your organization) and NorthQuinn, governing the provision of specific professional services. |
| "Applicable Law" | All federal, state, local, or foreign statutes, regulations, ordinances, rules, orders, and governmental guidance applicable to a party or the subject matter at issue. |
Subject to your compliance with these Terms, NorthQuinn grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site solely for your personal, non-commercial informational purposes. This license does not include any right to: (a) modify or create derivative works of any Site Content; (b) reproduce, distribute, publicly display, or publicly perform Site Content except as expressly permitted under these Terms; (c) use data mining, robots, scraping, or similar automated data gathering or extraction tools with respect to the Site or Content; or (d) resell, sublicense, or commercially exploit any portion of the Site or its Content.
NorthQuinn reserves the right, in its sole discretion and without notice or liability, to revoke this license and terminate your access to the Site at any time and for any reason, including for your violation of any provision of these Terms. Upon termination, you must immediately cease all use of the Site and, upon request, certify to NorthQuinn that you have done so. Termination of your access shall not affect any obligation or liability that accrued prior to termination.
NorthQuinn makes no guarantee that the Site will be available at any particular time or on a continuous, uninterrupted basis. NorthQuinn may modify, suspend, or discontinue the Site, or any portion thereof, at any time without prior notice or liability. You agree that NorthQuinn shall not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site.
You agree that you will not, and will not permit or facilitate any third party to, engage in any of the following conduct in connection with the Site:
NorthQuinn reserves the right to investigate any suspected violation of this Section and to cooperate with law enforcement authorities in connection therewith. NorthQuinn may report any activity that it reasonably believes violates Applicable Law to appropriate law enforcement authorities.
The Site and all Content are owned by NorthQuinn or its licensors and are protected by United States and international copyright, trademark, trade dress, patent, trade secret, and other intellectual property and unfair competition laws. All rights not expressly granted under these Terms are reserved by NorthQuinn and its licensors.
"NorthQuinn," "AVERY," the NorthQuinn compass logo, and all related names, logos, product and service names, taglines, and trade dress are trademarks or service marks of NorthQuinn Inc. (collectively, "NorthQuinn Marks"). No provision of these Terms grants you any right, license, or interest in or to any NorthQuinn Mark. You must not use any NorthQuinn Mark without NorthQuinn's prior written consent, and you must not use any NorthQuinn Mark in any manner that is likely to cause confusion, dilution, tarnishment, or that in any way disparages or discredits NorthQuinn.
Subject to these Terms, you may: (a) access and display the Site on your device's screen solely for personal, non-commercial informational purposes; (b) print or download a single copy of a reasonable number of pages of the Site for your personal, non-commercial use, provided you do not alter or remove any copyright or other proprietary notices; and (c) share a link to a publicly accessible page on the Site, provided you do so in a manner that does not suggest any endorsement by or affiliation with NorthQuinn and does not frame or mirror the Site.
NorthQuinn respects the intellectual property rights of others and expects users to do the same. If you believe in good faith that materials available on the Site infringe your copyright, please provide written notice to NorthQuinn's designated agent as described in Section 12.
By submitting any User Submission to NorthQuinn through the Site, you represent and warrant that: (a) you own or have all necessary rights, licenses, and permissions to make such User Submission and to grant the rights described in Section 6.2; (b) the User Submission does not and will not violate the rights of any third party, including intellectual property rights, privacy rights, or publicity rights; (c) the User Submission does not contain any false, misleading, or deceptive content; and (d) the User Submission complies in all respects with these Terms and Applicable Law.
By submitting any User Submission, you grant NorthQuinn a non-exclusive, worldwide, royalty-free, perpetual (subject to your rights under NorthQuinn's Privacy Policy), irrevocable, sublicensable, and transferable license to use, process, reproduce, and store the User Submission solely for the purposes of (a) responding to your inquiry, (b) providing the services or information you have requested, (c) maintaining records as permitted under NorthQuinn's Privacy Policy, and (d) complying with legal obligations. NorthQuinn does not claim ownership of your User Submissions.
You must not submit through the Site any information that is: classified at any government classification level; subject to export control restrictions under the Export Administration Regulations (EAR) or International Traffic in Arms Regulations (ITAR) without prior authorization; subject to regulatory restrictions on disclosure (including Protected Health Information under HIPAA); personally identifiable information of third parties who have not consented to its submission; or otherwise prohibited from disclosure or transmission under Applicable Law. NorthQuinn disclaims all liability for any consequences arising from your submission of such information.
If you provide NorthQuinn with any suggestions, ideas, feedback, comments, or other input regarding the Site, NorthQuinn's services, or NorthQuinn's products or technology (collectively, "Feedback"), you hereby grant NorthQuinn a non-exclusive, worldwide, royalty-free, irrevocable, perpetual license to use, reproduce, modify, incorporate, and exploit such Feedback in any manner and for any purpose, without compensation or attribution to you. NorthQuinn shall not be subject to any confidentiality obligation with respect to Feedback, and Feedback does not create a fiduciary, employment, or other relationship between you and NorthQuinn. This Section applies to Feedback you provide voluntarily; it does not apply to Personal Data, which is governed by the Privacy Policy.
NorthQuinn is under no obligation to review, accept, publish, respond to, or retain any User Submission. NorthQuinn may delete, archive, or disregard any User Submission at its discretion. Receipt of a User Submission does not constitute an offer by NorthQuinn to provide any service or enter into any agreement.
THE SITE AND ITS CONTENT ARE PROVIDED FOR GENERAL INFORMATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE LEGAL, REGULATORY, CYBERSECURITY, FINANCIAL, OR OTHER PROFESSIONAL ADVICE. NOTHING ON THE SITE SHOULD BE CONSTRUED AS THE PROVISION OF PROFESSIONAL SERVICES OR AS A SUBSTITUTE FOR QUALIFIED PROFESSIONAL CONSULTATION TAILORED TO YOUR SPECIFIC CIRCUMSTANCES.
No attorney-client, consultant-client, fiduciary, or other professional relationship is created between you and NorthQuinn by virtue of your access to or use of the Site, your submission of a contact form, or any communication initiated through the Site. No such relationship is established unless and until NorthQuinn and you (or your authorized representative) have executed a written Engagement Agreement that expressly creates such a relationship and defines its scope and terms.
Any response by NorthQuinn to a contact form submission or other inquiry through the Site is provided for general informational purposes only and does not create a professional relationship or constitute advice on which you should rely without independent verification and professional guidance appropriate to your specific situation.
To the fullest extent permitted by Applicable Law, NorthQuinn expressly disclaims all warranties of any kind, whether express or implied, including but not limited to:
NorthQuinn does not warrant or represent that use of the Site or any Content will satisfy any legal, regulatory, or contractual obligation you may have. No oral or written information or advice given by NorthQuinn or any NorthQuinn representative shall create a warranty not expressly stated in these Terms.
Some jurisdictions do not permit the exclusion of certain implied warranties. To the extent such exclusions are prohibited under Applicable Law, such exclusions shall apply to the maximum extent permitted.
In no event shall the aggregate cumulative liability of the NorthQuinn Parties to you or to any third party claiming through you for all claims arising out of or related to these Terms or your use of or inability to use the Site exceed the greater of: (a) the total amounts you have paid to NorthQuinn in the twelve (12) months immediately preceding the event giving rise to liability; or (b) one hundred United States dollars (USD $100.00).
The foregoing limitations reflect a reasonable allocation of risk between the parties. NorthQuinn would not have provided access to the Site absent these limitations. The foregoing limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.
Some jurisdictions do not permit the exclusion or limitation of certain damages. To the extent such limitations are prohibited under Applicable Law, the liability of the NorthQuinn Parties shall be limited to the greatest extent permitted by such law.
You acknowledge and agree that the limitations of liability set forth in this Section reflect a reasonable and informed allocation of risk, that NorthQuinn would not have made the Site available to you without these limitations, and that these limitations shall apply to the fullest extent permitted by law notwithstanding any other provision of these Terms.
To the maximum extent permitted by Applicable Law, you agree to defend, indemnify, and hold harmless NorthQuinn and the NorthQuinn Parties from and against any and all claims, demands, suits, actions, proceedings, losses, damages, fines, penalties, costs, and expenses (including reasonable attorneys' fees, expert fees, and costs of investigation) arising out of or relating to:
NorthQuinn reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with NorthQuinn's defense of such matter and not to settle any such matter without NorthQuinn's prior written consent. You must not settle any matter subject to indemnification without NorthQuinn's prior written consent if such settlement imposes any obligation, restriction, or liability on NorthQuinn or does not include a full release of NorthQuinn from all claims asserted in such matter.
The Site may contain hyperlinks to third-party websites, tools, platforms, publications, or other resources that are not owned, operated, maintained, or controlled by NorthQuinn. Such links are provided solely for your convenience and do not constitute an endorsement, sponsorship, recommendation, or approval by NorthQuinn of the linked site, its content, its operator, or any products or services offered through it.
NorthQuinn has no control over and expressly disclaims all responsibility for the content, privacy practices, security posture, accuracy, legality, or completeness of any third-party website or resource. NorthQuinn does not monitor and is not responsible for any changes to third-party websites after any link is placed on the Site. Access to any third-party website through a link on the Site is at your own risk and subject to the terms and conditions of that third-party website. NorthQuinn strongly encourages you to review the terms and privacy policies of any third-party website before submitting any personal information or entering into any transaction.
If you believe in good faith that material available on the Site infringes a copyright you own or control, you may submit a written notification of claimed infringement to NorthQuinn's designated DMCA agent. To be effective under 17 U.S.C. § 512(c)(3), your notification must include all of the following:
DMCA notifications should be submitted to: legal@northquinn.com
If you believe that material you submitted was removed or disabled as a result of a mistaken or misidentified DMCA notification, you may submit a counter-notification to NorthQuinn's designated agent in accordance with 17 U.S.C. § 512(g). A valid counter-notification must contain the information specified by statute. Please be aware that filing a false counter-notification may subject you to liability.
NorthQuinn maintains a policy of terminating access to the Site for users who are determined to be repeat copyright infringers in appropriate circumstances.
When you use the Site or send communications to NorthQuinn through the Site or by email, you are communicating with NorthQuinn electronically. You consent to receive communications from NorthQuinn electronically. NorthQuinn will communicate with you by email or by posting notices on the Site. You agree that all agreements, notices, disclosures, and other communications that NorthQuinn provides to you electronically satisfy any legal requirement that such communications be in writing, to the extent permitted by Applicable Law.
By submitting a contact form, you acknowledge and agree that your submission will be transmitted electronically over public infrastructure, that NorthQuinn cannot guarantee the security of such transmission against interception, and that NorthQuinn has no liability for any interception or unauthorized access that occurs during transmission. For communications requiring a heightened level of security, you should contact NorthQuinn through alternative means to arrange appropriate secure transmission protocols.
NorthQuinn reserves the right, in its sole discretion and without prior notice or liability to you, to: (a) modify, suspend, or discontinue any aspect of the Site or your access thereto at any time; (b) terminate or restrict your access to the Site if NorthQuinn reasonably believes you have violated these Terms, any Applicable Law, or the rights of NorthQuinn or any third party; and (c) take any other action NorthQuinn deems necessary or appropriate to protect the integrity of the Site or the rights of NorthQuinn or its users.
Upon termination or discontinuation of your access to the Site, all rights and licenses granted to you under these Terms shall immediately terminate. The following Sections shall survive any termination or expiration of these Terms: Section 5 (Intellectual Property Rights), Section 6.2 (License to NorthQuinn), Section 7 (No Professional Relationship), Section 8 (Disclaimers of Warranties), Section 9 (Limitation of Liability), Section 10 (Indemnification), Section 15 (Governing Law and Dispute Resolution), Section 17 (General Provisions), and Section 17A (Export Controls and Government Use).
These Terms and any dispute or claim arising out of or relating to these Terms or your use of the Site (including non-contractual disputes and claims) shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice or conflict of law provision, rule, or doctrine (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any other jurisdiction.
Except as provided in Section 15.3 with respect to arbitration, you agree that any legal action or proceeding arising under or related to these Terms or your use of the Site shall be brought exclusively in the federal courts of the District of Delaware or, if federal jurisdiction does not exist, the state courts of the State of Delaware sitting in New Castle County. You hereby irrevocably consent to the personal jurisdiction of such courts and waive any objection to the laying of venue in such courts, including any objection based on inconvenient forum.
Any dispute, claim, or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be resolved by binding arbitration administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures (for claims not exceeding $250,000) or its Comprehensive Arbitration Rules and Procedures (for all other claims), in Wilmington, Delaware, before a single arbitrator. Judgment on the Award may be entered in any court having jurisdiction. This Section shall not preclude either party from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction, including emergency injunctive relief.
Arbitration Opt-Out. You may opt out of this agreement to arbitrate by sending written notice to legal@northquinn.com with the subject line "Arbitration Opt-Out" within thirty (30) days of first accessing the Site. If you opt out, all disputes shall be resolved exclusively in the courts specified in Section 15.2, and you and NorthQuinn each waive the right to a jury trial as provided in Section 15.5. Your opt-out will not affect any other provision of these Terms.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ALL CLAIMS BETWEEN YOU AND NORTHQUINN SHALL PROCEED ONLY ON AN INDIVIDUAL BASIS AND NOT AS PART OF ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. THE ARBITRATOR MAY AWARD RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY'S INDIVIDUAL CLAIM.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR CLAIM OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SITE.
Any claim or cause of action arising out of or related to these Terms or the Site must be filed within one (1) year after the claim or cause of action arose, regardless of any statute or law to the contrary, to the maximum extent permitted by Applicable Law. Failure to file within this period shall result in the permanent bar of such claim or cause of action. To the extent that any applicable law prohibits contractual shortening of a statute of limitations for a particular type of claim, such claim shall be governed by the shortest period permitted by such law.
NorthQuinn reserves the right to modify, update, enhance, or discontinue any aspect of the Site, including its Content, features, functionality, or user interface, at any time without prior notice or liability. NorthQuinn shall have no obligation to provide you with any maintenance, support, update, or upgrade with respect to the Site.
NorthQuinn reserves the right to amend these Terms at any time in its sole discretion. All amendments will be effective upon posting of the updated Terms to the Site. NorthQuinn will indicate the "Last Amended" date at the top of these Terms when any amendment is made. For material amendments — those that are reasonably likely to have a significant effect on your rights or obligations under these Terms — NorthQuinn will use reasonable efforts to provide advance notice by posting a prominent notice on the Site homepage.
Your continued access to or use of the Site following the effective date of any amendment constitutes your binding acceptance of such amendment. If you do not agree with any amendment to these Terms, your sole remedy is to discontinue use of the Site. NorthQuinn encourages you to review these Terms periodically for any changes. Prior versions of these Terms may be obtained by contacting NorthQuinn using the information in Section 19.
These Terms, together with NorthQuinn's Privacy Policy, constitute the entire agreement between you and NorthQuinn with respect to your use of the Site and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral, relating to the subject matter hereof. In the event of any conflict between these Terms and the Privacy Policy, these Terms shall control with respect to matters of use and conduct, and the Privacy Policy shall control with respect to matters of data handling.
If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be limited, modified, or eliminated to the minimum extent necessary so that the remaining provisions of these Terms continue in full force and effect. The invalidity or unenforceability of any provision shall not affect any other provision of these Terms.
No waiver by NorthQuinn of any term, condition, or breach of these Terms shall be construed as a further or continuing waiver of such term, condition, or breach, or as a waiver of any other term, condition, or breach. No failure or delay by NorthQuinn to exercise any right, power, or remedy shall operate as a waiver thereof. All waivers by NorthQuinn must be in writing and signed by an authorized representative of NorthQuinn to be effective.
You may not assign, delegate, or transfer any of your rights or obligations under these Terms, in whole or in part, without NorthQuinn's prior written consent. Any purported assignment without such consent shall be null and void. NorthQuinn may freely assign, transfer, or delegate these Terms and any rights or obligations hereunder, in whole or in part, without restriction and without notice to you. These Terms shall be binding upon and inure to the benefit of each party's permitted successors and assigns.
These Terms are entered into for the sole benefit of NorthQuinn and you. Nothing in these Terms, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms, except as expressly provided with respect to the NorthQuinn Parties in Sections 9 and 10.
Neither party shall be liable to the other for any delay or failure in performance to the extent such delay or failure results from causes beyond that party's reasonable control, including but not limited to acts of God, natural disasters, epidemics or pandemics, governmental actions or regulations, labor disputes, power failures, telecommunications failures, cyberattacks by third parties, or failures of third-party service providers ("Force Majeure Event"). The party affected by a Force Majeure Event shall promptly notify the other party and shall use commercially reasonable efforts to resume performance as soon as practicable. This Section does not excuse any obligation to make payments owed prior to the Force Majeure Event.
You acknowledge that a breach of Section 4 (Prohibited Conduct), Section 5 (Intellectual Property), or Section 6 (User Submissions) would cause NorthQuinn irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, in the event of such breach or threatened breach, NorthQuinn shall be entitled to seek equitable relief, including injunction and specific performance, without the requirement to post bond or prove actual damages, in addition to all other remedies available at law or in equity.
All legal notices to NorthQuinn under or in connection with these Terms must be in writing and delivered by: (a) personal delivery; (b) nationally recognized overnight courier with tracking confirmation; (c) certified or registered mail (return receipt requested, postage prepaid); or (d) email to the address set forth in Section 19, provided that the sending party retains evidence of transmission. Notices delivered by email shall be deemed received upon the sender's receipt of a delivery confirmation from the receiving mail server, or upon actual acknowledgment by the recipient, whichever is earlier. Legal notices to you may be delivered by NorthQuinn to the email address associated with your most recent contact form submission or other written communication to NorthQuinn.
The section headings in these Terms are for convenience of reference only and shall not affect the interpretation of any provision of these Terms.
The Site and its Content may constitute or contain technology, software, or information subject to U.S. export control laws and regulations, including the Export Administration Regulations (EAR, 15 C.F.R. Parts 730-774) administered by the Bureau of Industry and Security (BIS) and, where applicable, the International Traffic in Arms Regulations (ITAR, 22 C.F.R. Parts 120-130) administered by the Directorate of Defense Trade Controls (DDTC). By accessing the Site, you represent and warrant that: (a) you are not located in, under the jurisdiction of, or a national or resident of any country subject to U.S. embargo or comprehensive sanctions (currently including Cuba, Iran, North Korea, Russia, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine); (b) you are not listed on the U.S. Treasury Department's Specially Designated Nationals and Blocked Persons List, the U.S. Commerce Department's Entity List, the U.S. Commerce Department's Denied Persons List, or any other applicable sanctions or export control list; and (c) you will not access or use the Site or its Content in violation of any U.S. export control, embargo, or sanctions law or regulation.
If you are accessing the Site on behalf of a U.S. federal government agency or entity, you acknowledge that any software or technical data available through the Site may constitute "commercial computer software" or "commercial technical data" as those terms are defined in the applicable acquisition regulations (FAR and DFARS). Any use, reproduction, or disclosure of such items by or on behalf of the U.S. government is subject to the restrictions set forth in FAR 52.227-19, DFARS 252.227-7013, and their successors. The manufacturer and developer of any such items is NorthQuinn Inc., and all rights are reserved as provided in these Terms.
NorthQuinn is committed to ensuring its Site is accessible to all users, including individuals with disabilities, to the extent practicable for a business-to-business informational website. NorthQuinn endeavors to conform to the Web Content Accessibility Guidelines (WCAG) 2.1 at Level AA as a target standard. If you experience difficulty accessing any portion of the Site or require content in an alternative format, contact NorthQuinn at legal@northquinn.com with a description of the specific barrier. NorthQuinn will make commercially reasonable efforts to provide equivalent access to the requested content. This commitment applies to northquinn.com and does not extend to third-party websites linked from the Site.
Questions, notices, or correspondence relating to these Terms should be directed to:
| Entity | NorthQuinn Inc. |
| Incorporation | Delaware, United States of America |
| Legal Inquiries | legal@northquinn.com |
| DMCA Agent | legal@northquinn.com |
| Privacy Inquiries | privacy@northquinn.com |
| Security / VDP | abuse@northquinn.com |
| General Contact | northquinn.com/contact |
NorthQuinn will acknowledge receipt of legal notices within a reasonable time. The provision of contact information in this Section does not constitute consent to service of process in any particular manner or jurisdiction, nor does it waive any jurisdictional objections NorthQuinn may otherwise raise.