Website and Software Terms of Use

The Website and Software are intended primarily for business and professional users. By using the Website or Software, you represent that you are legally capable of entering into these Terms. If you access or use the Website or Software on behalf of a company or other organization, you represent that you have authority to act on its behalf with respect to such use.

Subject to these Terms and any applicable written agreement with NuHQ, NuHQ grants you a limited, non-exclusive, non-transferable, revocable right to access and use the Website and Software for lawful informational and business purposes.

You may not:

• use the Website or the Software in violation of applicable law or regulation;
• attempt to gain unauthorized access to the Website, NuHQ systems, accounts, networks, or data;
• interfere with, disrupt, damage, disable, overburden, or impair the Website or Software or its operation or security;
• introduce malware, malicious code, or other harmful material;
• use automated means to access, scrape, crawl, copy, or extract Website or Software content in a manner that imposes an unreasonable burden on the Website or Software, circumvents technical controls, or violates applicable law;
• reverse engineer, decompile, or attempt to derive source code from the Software or any software made available through the Website, except to the extent a restriction is prohibited by applicable law;
• impersonate another person or entity or misrepresent your affiliation with a person or entity; or
• use the Website or Software to infringe, misappropriate, or violate the rights of NuHQ or any third party.

NuHQ may suspend or terminate access to the Website or Software where we reasonably believe these Terms have been violated or where necessary to protect the Website, Software, NuHQ, our customers, or others, subject to any applicable written agreement with NuHQ.

The Website and its contents, features, functionality, design, text, graphics, logos, trademarks, software, and other materials are owned by NuHQ or its licensors and are protected by intellectual property and other laws. Except for the limited right to access and use the Website expressly granted in these Terms, no right, title, or interest in or to the Website or any NuHQ intellectual property is transferred to you.

NuHQ, the NuHQ name and logo, and the names and branding of NuHQ products and services are trademarks or service marks of NuHQ or its affiliates. You may not use them without NuHQ’s prior written permission except as permitted by applicable law.

If you submit information through the Website, including through a contact, demonstration-request, or similar form, you represent that the information you provide is accurate to the best of your knowledge and that you have the right to provide it.

If you voluntarily provide suggestions, ideas, recommendations, or other feedback regarding NuHQ, the Website, or the Software (“Feedback”), you grant NuHQ a worldwide, perpetual, irrevocable, royalty-free right to use, reproduce, modify, distribute, and otherwise exploit that Feedback for any lawful purpose without restriction or compensation to you. This provision does not transfer ownership of your confidential information or customer content submitted through the Software.

NuHQ’s Privacy Policy describes how we collect, use, disclose, and otherwise process personal information in connection with the Website and Software. Our Privacy Policy is incorporated by reference for purposes of describing our privacy practices, but it is a notice of those practices and is not intended to create contractual rights beyond those provided by applicable law.

The Website or Software may contain links to or integrations with websites, content, products, or services provided by third parties. NuHQ does not control and is not responsible for third-party websites or services, and a link or integration does not imply NuHQ’s endorsement. Your use of third-party websites and services is subject to the applicable third party’s terms and privacy practices.

Content on the Website is provided for general informational purposes only. It is not legal, financial, accounting, tax, insurance, security, or other professional advice and should not be relied upon as such. Product descriptions and other Website content may be changed or updated without notice and do not amend or supersede the terms of any written agreement between NuHQ and a customer.

We may modify, update, suspend, discontinue, or restrict any part of the Website or Software, subject to any applicable written agreement with NuHQ. Except as provided in such an agreement, we do not guarantee that the Website, Software, or any content will always be available, uninterrupted, error-free, or current.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT WITH NUHQ, THE WEBSITE, SOFTWARE, AND ALL CONTENT MADE AVAILABLE THROUGH THEM ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. NUHQ DISCLAIMS, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

EXCEPT AS OTHERWISE PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT WITH NUHQ, NUHQ DOES NOT WARRANT THAT THE WEBSITE OR SOFTWARE WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, FREE OF HARMFUL COMPONENTS, OR THAT CONTENT WILL BE COMPLETE, ACCURATE, OR CURRENT.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT WITH NUHQ, NUHQ AND ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES, WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THE WEBSITE, SOFTWARE, OR THESE TERMS, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE PROVIDED IN AN APPLICABLE WRITTEN AGREEMENT WITH NUHQ, THE AGGREGATE LIABILITY OF NUHQ AND THE OTHER NUHQ PARTIES ARISING OUT OF OR RELATING TO THE WEBSITE, SOFTWARE, OR THESE TERMS WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

Some jurisdictions do not allow certain exclusions or limitations of liability, so some of the limitations above may not apply to you.

To the extent permitted by applicable law and except as otherwise provided in an applicable written agreement with NuHQ, you agree to defend, indemnify, and hold harmless NuHQ and its affiliates, and their respective officers, directors, employees, agents, and representatives, from and against third-party claims, liabilities, damages, judgments, losses, costs, and reasonable attorneys’ fees arising from your unlawful use of the Website or Software or your material violation of these Terms. NuHQ reserves the right to control the defense and settlement of any matter subject to indemnification, and you agree to reasonably cooperate with that defense.

These Terms and any dispute arising out of or relating to these Terms, the Website, or the Software will be governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles, except to the extent an applicable written agreement with NuHQ provides otherwise. Subject to any applicable law or written agreement that provides otherwise, you and NuHQ agree that any action arising out of or relating to these Terms, the Website, or the Software will be brought exclusively in the state or federal courts located in Delaware, and each party consents to the personal jurisdiction and venue of those courts.

We may update these Terms from time to time. When we do, we will revise the effective date at the top of these Terms. Changes will apply prospectively from the date the updated Terms are posted, except where applicable law requires additional notice or consent. If we make a material change to terms governing an activity for which affirmative assent is legally required, we will seek such assent where required by applicable law.

These Terms constitute the agreement between you and NuHQ regarding your use of the Website and, to the extent no separate written agreement with NuHQ applies, the Software. If any provision of these Terms is held invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the remaining provisions will remain in effect. NuHQ’s failure to enforce a provision is not a waiver of its right to do so later. You may not assign these Terms without NuHQ’s prior written consent. NuHQ may assign these Terms in connection with a merger, reorganization, sale of assets, change of control, or by operation of law.

NuHQ may offer optional text-message (SMS) programs to users of the Software. Your participation in any such program is governed by our SMS Terms & Conditions at nuhq.com/sms-terms, which are incorporated into these Terms by reference, and by our Privacy Policy. Participation is voluntary and is not a condition of using the Website or the Software. You may stop receiving messages from a program at any time by replying STOP to any message from that program, and you may contact us about any program at support@nuhq.com.

If you have questions about these Terms, please contact us at legal@nuhq.com.