Terms Of Service

QAComet Terms Of Service

Effective Date: October 8, 2025

These Terms of Service ("Terms") form a legally binding agreement between you ("Client") and QAComet LLC, a Colorado limited liability company ("QAComet," "we," or "us") regarding the provision and use of our Quality Assurance (“QA”) and software testing services ("Services"). By accessing or using our Services or submitting payment for any engagement, you agree to be bound by these Terms. These Terms incorporate by reference QAComet’s Privacy Policy (https://qacomet.com/privacy-policy) and Website Terms & Conditions (https://qacomet.com/terms-and-conditions), each of which forms an integral part of this agreement.

Services Provided
1. QAComet offers manual and automated software testing services, including but not limited to:
  1. Quality assurance testing (functional, regression, usability, performance, etc.)
  2. Test automation scripting and implementation
  3. Continuous integration/deployment testing support
  4. Recommendations related to testing or detection of adversarial behavior in AI/chat systems
  5. Informal advisory services to improve QA processes
2. QAComet may also provide discretionary services upon mutual agreement. Services are delivered based on task assignments and hours purchased or subscribed to.
3. QAComet’s Services are limited to those explicitly defined in the Client's current active engagement and are constrained by the number of hours or scope outlined in the corresponding invoice. No additional services or responsibilities shall be implied by correspondence, informal requests, or advisory communications.
4. QAComet may engage subcontractors or third-party service providers in the delivery of Services. QAComet remains responsible for the performance of Services but shall not be liable for any acts or omissions of subcontractors beyond what is explicitly contracted.
Recommendations Not Legal or Professional Advice
1. Any recommendations or observations provided by QAComet, including those related to chatbot behavior or adversarial interactions, are intended solely as technical insights. We do not provide legal, regulatory, medical, or other licensed professional advice. Clients remain solely responsible for interpreting and implementing any recommendations.
2. If disclaimers, regulatory notices, or legal frameworks are necessary, Clients are responsible for identifying and approving such language. QAComet will not be held liable for reliance on recommendations.
3. The Client acknowledges that they have not relied on any representations, guarantees, or advice from QAComet other than those expressly set forth in these Terms. All services are provided for informational and testing purposes only.
Payment as Assent to Terms
1. By submitting payment to QAComet via invoice, online portal, or any other authorized method, the Client expressly agrees to be bound by these Terms of Service, which are publicly available at https://qacomet.com/terms-of-service. It is the Client’s responsibility to review the most current version prior to each new engagement or renewal.
2. The Client’s payment, initiation of service requests, or continued engagement with QAComet in any capacity constitutes affirmative acceptance of these Terms, regardless of whether a separate contract or signature is executed.
3. Where applicable, any Order Form, Scope Document, email proposal, or other engagement confirmation identifying specific services, pricing, deliverables, or timing shall be deemed incorporated into these Terms by reference and shall govern the scope of Services provided.
4. Unless otherwise specified in an applicable invoice or Order Form, all payments are due upon receipt and no later than thirty (30) calendar days from the invoice date. QAComet reserves the right to suspend Services or withhold Deliverables for any past-due amounts. Late payments may be subject to a finance charge of 1.5% per month (or the maximum rate permitted by law, if lower).
Ownership and Intellectual Property
1. Client-Owned Materials: All materials, data, documentation, or content provided by the Client for use in connection with the Services (“Client Materials”) shall remain the exclusive property of the Client. QAComet shall have no ownership interest in Client Materials and will use such materials solely to perform the Services.
2. Deliverables: QAComet assigns to the Client all right, title, and interest in and to any original work product specifically developed by QAComet for the Client during the course of an engagement, including custom code, scripts, documentation, and reports (collectively, “Deliverables”), excluding QAComet Materials defined below.
3. QAComet Materials: QAComet retains all right, title, and interest in any pre-existing or independently developed tools, frameworks, libraries, scripts, utilities, design patterns, templates, and methodologies (“QAComet Materials”), including those used in the provision of Services or incorporated into Deliverables. To the extent QAComet Materials are included in Deliverables, QAComet grants the Client a non-exclusive, non-transferable, revocable license to use such QAComet Materials solely as embedded within the Deliverables and only for the Client’s internal business purposes.
4. Restrictions: The Client may not modify, sublicense, resell, distribute, or create derivative works from QAComet Materials outside the context of the Deliverables, unless expressly authorized in writing by QAComet.
5. Termination and Survival: Upon termination of the Services or expiration of the subscription term, all rights and licenses granted under this section shall terminate, except that the Client shall retain ownership of previously delivered Deliverables.
Client Responsibilities
1. Clients agree to:
  1. Provide timely communication, credentials, and access to required systems
  2. Manage tasks via GitHub or designated issue tracker
  3. Review deliverables and raise questions promptly
  4. Avoid misuse or unauthorized redistribution of QAComet Materials
Confidentiality
1. Each party (“Receiving Party”) agrees to maintain in strict confidence all non-public, confidential, or proprietary information (“Confidential Information”) disclosed by the other party (“Disclosing Party”) in connection with the Services, whether in written, oral, electronic, or other form, and whether marked as confidential or reasonably understood to be confidential by its nature or context.
2. Confidential Information includes, without limitation: source code, test cases, product designs, trade secrets, technical data, business plans, customer information, internal tools, and financial or operational details.
3. The Receiving Party agrees to:
  1. Use Confidential Information solely to perform or receive the Services;
  2. Not disclose it to any third party without prior written consent (except to subcontractors or affiliates who are bound by equivalent confidentiality obligations);
  3. Implement reasonable administrative, physical, and technical safeguards to protect it.
4. Notwithstanding the foregoing, Confidential Information does not include information that:
  1. Was publicly available at the time of disclosure or becomes publicly available through no fault of the Receiving Party;
  2. Was lawfully known or independently developed by the Receiving Party without reference to the Disclosing Party’s Confidential Information;
  3. Is disclosed with the Disclosing Party’s prior written consent;
  4. Is required to be disclosed by law, subpoena, or court order, provided that the Receiving Party gives prompt notice and cooperates in any effort to limit or contest the disclosure.
5. QAComet will not access production chat data or end user conversations unless explicitly permitted in writing by the Client.
6. This Section shall survive termination of the engagement for a period of three (3) years, or as long as required by applicable law, whichever is longer.
Limitation of Liability & Warranty Disclaimer
1. QAComet provides all Services and Deliverables on an “as-is” and “as-available” basis. QAComet MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
2. Without limiting the foregoing:
  1. QAComet does not warrant that Services will be uninterrupted, error-free, or produce any specific results.
  2. QAComet does not guarantee that its recommendations, Deliverables, or test results will meet performance benchmarks, resolve software issues, or identify all bugs or risks.
  3. QAComet is not responsible for any decision made or action taken by the Client based on QAComet’s Deliverables, reports, or advisory input.
3. Testing inherently involves risk, and all Deliverables are provided for informational and diagnostic purposes only. Deliverables may require further internal validation and are not intended to serve as compliance, certification, or legal advice. The Client assumes full responsibility for implementing or relying upon any Deliverables, configurations, or code provided.
4. To the fullest extent permitted by law, QAComet shall not be liable to the Client or any third party for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of profits, loss of business, reputational harm, data breaches, or system failures, arising out of or related to the Services or these Terms, whether in contract, tort (including negligence), strict liability, or otherwise—even if QAComet has been advised of the possibility of such damages.
5. THE CLIENT’S SOLE REMEDY FOR ANY BREACH OF WARRANTY OR CLAIM RELATED TO THE SERVICES SHALL BE TERMINATION OF THE ENGAGEMENT AND, IF APPLICABLE, A REFUND OF FEES PAID FOR THE DEFICIENT SERVICE PERIOD.
6. In no event shall QAComet’s total aggregate liability exceed the total fees paid by the Client for the specific Services giving rise to the claim during the six (6) months preceding the event.
Client Indemnification
1. The Client agrees to indemnify, defend, and hold harmless QAComet, its officers, employees, contractors, and affiliates from and against any and all claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:
  1. the Client’s use or misuse of the Services or Deliverables,
  2. any data, code, or materials provided by the Client,
  3. the Client’s violation of these Terms or applicable law, or
  4. any third-party claim alleging that the Client’s actions or implementation based on QAComet’s Deliverables caused harm, infringement, or damages.
2. This indemnity obligation shall survive termination of these Terms.
Modification of Terms: We may update these Terms at any time. Clients will receive 30 days' notice via email or platform. Continued use of Services after that period constitutes acceptance. If you do not accept the revised terms, you may cancel your subscription or engagement without penalty before they take effect.
Retroactive Application: These Terms apply to all Services delivered in the past six (6) months and shall govern any ongoing relationship unless superseded by a written agreement.
Dispute Resolution & Governing Law
1. These Terms and any dispute or claim arising out of or relating to them shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflict of laws principles.
2. The parties agree to attempt in good faith to resolve any dispute, controversy, or claim through informal discussions. If unresolved after thirty (30) days, the dispute shall be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with a single arbitrator selected by mutual agreement or, failing that, by the AAA.
3. Arbitration shall be conducted in Denver, Colorado, in English. The arbitrator’s decision shall be final and binding and may be entered in any court of competent jurisdiction. Each party shall bear its own legal fees and costs unless otherwise determined by the arbitrator.
4. Nothing in this section shall prevent either party from seeking injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property, confidential information, or proprietary rights.
Miscellaneous
1. Survival: The provisions of these Terms that by their nature should survive termination shall survive, including but not limited to Sections on Intellectual Property, Confidentiality, Limitation of Liability, Indemnification, and Dispute Resolution. The Client acknowledges that any use of QAComet Deliverables or reliance on advice following termination or expiration of the engagement is at the Client’s sole risk. QAComet disclaims all responsibility for use of its work beyond the originally contracted term.
2. Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect. Any unenforceable provision shall be replaced with a valid provision that most closely reflects the original intent.
3. Assignment: The Client may not assign or transfer any rights or obligations under these Terms without QAComet’s prior written consent. QAComet may assign its rights or delegate obligations in connection with a reorganization, merger, or sale of assets.
4. No Exclusivity: Nothing in these Terms shall be construed to restrict QAComet from providing services that are the same as or similar to the Services provided to the Client to other clients, including competitors of the Client. QAComet does not grant the Client any exclusive rights to its time, availability, or services unless otherwise agreed in writing.
5. Entire Agreement: These Terms constitute the entire agreement between the parties and supersede all prior or contemporaneous communications, whether written or oral, relating to the Services. These Terms may be superseded in whole or in part by a mutually executed Master Services Agreement (“MSA”). In the event of a conflict between these Terms and a signed agreement, the signed agreement shall control.
6. Force Majeure: QAComet shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to natural disasters, acts of government, labor disputes, internet outages, third-party platform failures, or other events commonly known as force majeure.

Contact For any questions, email: contact@qacomet.com