Terms of Use - Quantum Neuron Dashboard

Terms of Use

Quantum Neuron Dashboard

Version: 3.2 (ENG)

Effective date: September 9, 2026

1. About these Terms

1.1 Scope

These Terms of Use (the "Terms") govern access to and use of the Quantum Neuron Dashboard available at https://brain.quantumneuron.ai (the "Dashboard") by individual users acting on behalf of a business client of Quantum Neuron Inc., a corporation under the laws of the State of Delaware, United States of America, EIN: 30-1448079, with its principal place of business at 169 Madison Ave STE 15768, New York, NY 10016, United States of America ("Quantum Neuron", "we", "us").

These Terms apply exclusively to the Dashboard. They do not govern the use of the public Quantum Neuron website (quantumneuron.ai), which is subject to a separate notice published on that website.

1.2 Business-to-Business Service

The Dashboard is a business-to-business product. Access to the Dashboard is granted exclusively to individual users who: (a) are at least eighteen (18) years of age; (b) act on behalf of a business entity that has entered into a Master SaaS Agreement (the "MSA"), an Order Form or another applicable commercial agreement with Quantum Neuron Inc. (such entity, the "Client"); and (c) have been authorized by the Client to access the Dashboard.

The Dashboard is not intended for use by consumers, persons acting outside the scope of a business relationship, or any person whose organization has not entered into an MSA with Quantum Neuron.

These Terms do not create a separate commercial subscription relationship between the user and Quantum Neuron. Commercial terms, subscription scope, fees, usage limits, selected channels, the Functional Scope Annex and service level commitments are governed exclusively by the MSA and the applicable Order Form entered into between Quantum Neuron and the Client.

1.3 Acceptance

When creating a Dashboard account, the user is required to: (a) confirm acceptance of these Terms by ticking the corresponding checkbox in the registration flow; and (b) confirm acceptance of the Privacy Policy by ticking a separate, corresponding checkbox in the registration flow. Without both confirmations, registration cannot be completed and access to the Dashboard cannot be granted.

By accepting these Terms, the user represents that they have read them, understood them and agree to be bound by them in their personal capacity as an individual user using the Dashboard on behalf of the Client.

1.4 The Client's contracting entity

The Client's contracting entity is Quantum Neuron Inc., as identified in the applicable Order Form or other contractual document of the Client. These Terms govern the user's individual access to and use of the Dashboard and do not replace or modify the commercial, billing, liability, scope-of-Services or personal data processing terms agreed between the Client and Quantum Neuron Inc.

2. Definitions

Capitalized terms used in these Terms have the meanings set out below or, if not defined below, the meanings given to them in the MSA or in the documents incorporated into the MSA by reference.

"AI Persona" means an AI-based communication agent configured by Quantum Neuron within the agreed deployment scope and used by the Client through the Platform, as defined in the MSA.

"Authorized User" means an individual employee, contractor or other member of the Client's personnel who has been authorized by the Client to access and use the Dashboard, including the user accepting these Terms.

References in these Terms to the "user" (lowercase) mean an Authorized User.

"Client Content" means the business information, content and materials provided by the Client or by Authorized Users on the Client's behalf and submitted to the Dashboard, including business descriptions, brand materials, customer information, product or service information and similar substantive business content. Client Content forms part of the Client Data within the meaning of the MSA.

"Configuration Content" means AI Persona configurations, system prompts, instructions, conversation flows, persona behavioral logic, knowledge base architecture, prompt engineering, integration configurations, voice settings and similar elements that embody Quantum Neuron's methodology, know-how and AI engineering, even where customized for or at the direction of the Client. Configuration Content does not include Client Content.

"Dashboard" means the Quantum Neuron Dashboard available at https://brain.quantumneuron.ai.

"DPA" means the Data Processing Agreement entered into between Quantum Neuron and the Client, available at https://quantumneuron.ai/legal/m26/dpa.

"End User" means a natural person interacting with the Client's AI Persona through any communication channel made available within the Services. End Users are not parties to these Terms.

"Functional Scope Annex" means the document attached to or referenced in the applicable Order Form describing the functional scope, operational limitations, integrations, exclusions, onboarding scope, usage assumptions and technical boundaries applicable to the Services.

"High-Risk AI Use Case" has the meaning given to it in the MSA.

"Lead Data" means Personal Data relating to leads, prospects, recipients, customers or potential customers imported, transmitted, uploaded, synchronized or otherwise made available by or on behalf of the Client for use in connection with the Services, including for inbound or outbound communication.

"MSA" means the Master SaaS Agreement entered into between Quantum Neuron and the Client, available at https://quantumneuron.ai/legal/m26/master-agreement.

"Order Form" means an ordering document entered into between Quantum Neuron and the Client specifying the commercial terms applicable to the Services, as defined in the MSA.

"Outbound Communication" means any marketing, sales, commercial, telemarketing, email, SMS, WhatsApp, Messenger, Instagram, voice, social media, messaging or other outbound communication initiated, automated, assisted or supported through the Services.

"Privacy Policy" means the Quantum Neuron Dashboard Privacy Policy available at https://quantumneuron.ai/legal/m26/privacy.

"Services" means the Quantum Neuron platform and related services, as defined in the MSA.

"Suppression Data" means opt-out records, unsubscribe records, objection records, suppression lists, communication preferences, do-not-contact designations and similar data used to prevent or limit communication with Data Subjects.

3. Eligibility and Account Registration

3.1 Eligibility

The user represents and warrants that they: (a) are at least eighteen (18) years of age; (b) have full legal capacity; (c) act on behalf of the Client identified during registration; (d) have been authorized by the Client to access the Dashboard; and (e) are not legally barred from using the Services under applicable law, including export control or sanctions laws.

The user represents and warrants that neither the user nor - to the user's knowledge - the Client is a sanctioned person, is located in a sanctioned territory or acts on behalf of any such person or territory under the sanctions or export control regimes of the United States, the European Union, the United Kingdom, the United Nations or any other competent authority.

3.2 Accuracy of registration information

The user will provide accurate, complete and current registration information and will keep it updated throughout their use of the Dashboard. Quantum Neuron may rely on the registration information provided by the user.

3.3 Registration before contract signature

Where the user creates a Dashboard account before the user's organization has entered into an MSA with Quantum Neuron, the user is presented with a meeting booking widget operated by Calendly LLC, as described in Section 5.7 of the Privacy Policy. Full Dashboard functionality is unlocked only after the MSA has been signed.

4. Authorized Users, Credentials and Account Security

4.1 Personal account

Each Dashboard account is personal to the Authorized User who registered it. Accounts may not be shared between multiple individuals. Each Authorized User must register their own account.

4.2 Credentials

The user shall: (a) keep their credentials confidential; (b) not disclose, sell, transfer or otherwise make credentials available to any third party, including other Authorized Users of the same Client; (c) promptly notify Quantum Neuron at privacy@quantumneuron.ai or contact@quantumneuron.ai of any unauthorized access, suspected unauthorized access, loss or compromise of credentials; and (d) where multi-factor authentication is offered, enable and maintain it.

If Quantum Neuron later designates a dedicated security contact, the user will use that contact for security incidents.

4.3 Responsibility for account activity

The user is responsible for all activity occurring on their account, except where such activity results from a security incident (an event resulting in unauthorized access to, or compromise of, the account or the Dashboard) on Quantum Neuron's side and the user has complied with their obligations under these Terms.

5. Acceptable Use

5.1 General obligation

The user shall use the Dashboard exclusively for lawful purposes, in accordance with these Terms, the MSA, the Privacy Policy, the DPA, applicable law and the Client's legitimate business purposes.

5.2 Prohibited activities

The obligations set out in this Section operationalize Section 4.4 of the MSA at the individual user level; in the event of any inconsistency, the MSA prevails. Without limiting Section 5.1, the user shall not, and shall not attempt to:

1. use the Dashboard to engage in, promote or facilitate any illegal, harmful, abusive, misleading or fraudulent activity;
2. generate, distribute or facilitate spam, phishing, malware, ransomware or any code intended to disrupt, damage or gain unauthorized access to systems or data;
3. impersonate any person or entity or misrepresent the user's affiliation with any person or entity;
4. disseminate hate speech, harassment, threats or content inciting violence or discrimination;
5. infringe any intellectual property rights, privacy rights, publicity rights or other third-party rights;
6. upload or process special categories of personal data within the meaning of Article 9 of Regulation (EU) 2016/679 (the "EU GDPR"), such as health data, biometric data, religious beliefs, sexual orientation or trade union membership, or equivalent sensitive-data categories under other applicable data protection laws, without Quantum Neuron's prior written consent (email being sufficient) and any required additional terms;
7. upload or process personal data of children without a verified legal basis;
8. circumvent any security measures, usage limits, rate limits, access restrictions, content filters, moderation mechanisms or prompt-injection safeguards in the Dashboard;
9. carry out prompt injection attacks, attempts to extract system prompts, attempts to bypass safety filters or other attempts to manipulate the AI Persona into generating content that violates these Terms;
10. use any automated means, including bots, scrapers or crawlers, to access the Dashboard, except as expressly permitted by Quantum Neuron in writing;
11. reverse engineer, decompile, disassemble or attempt to derive the source code, models, algorithms or underlying ideas of the Services, except to the extent permitted by mandatory applicable law;
12. use the Dashboard to generate child sexual abuse material, non-consensual intimate imagery or deepfakes of identifiable persons without their verifiable consent;
13. use the Dashboard to generate content intended to facilitate fraud, scams, election manipulation or unlawful surveillance;
14. share, transfer, sell, sublicense or otherwise dispose of the user's account or access rights;
15. engage in any High-Risk AI Use Case as defined in Section 7 of these Terms or Section 5 of the MSA, other than in accordance with that Section 5; or
16. take any action that, in Quantum Neuron's reasonable judgment, imposes an excessive load on the Dashboard or otherwise negatively affects service availability for other users.

5.3 Lead Data and Outbound Communication

The user shall not upload, import, activate, use or instruct the AI Persona to process any Lead Data, contact lists, recipient data, phone numbers, email addresses, social media identifiers, Suppression Data or prospect data, unless the user has been authorized to do so by the Client and the Client has confirmed, within the representation under Section 6A.2 of the MSA or in the onboarding process, that it holds the legal basis, information notices, consents, opt-ins, permissions and suppression mechanisms required for the relevant processing activity, communication channel and jurisdiction.

The user shall not use the Dashboard or the AI Persona to send, initiate, automate, assist or support spam, unsolicited communications, unlawful direct marketing, communications to persons who have opted out, communications lacking a required legal basis, or communications violating applicable law or the terms, policies or technical rules of third-party platforms, including Meta, WhatsApp, Instagram, Messenger, email providers, telecommunications providers, CRM providers, VoIP providers, SMS providers or advertising platforms.

5.4 Third-Party Platform rules

The user shall comply with all applicable third-party platform rules, including messaging windows, template approval rules, rate limits, outbound traffic restrictions, acceptable use policies, anti-spam rules and technical requirements applicable to Meta, WhatsApp, Instagram, Messenger, email, SMS, voice, CRM, calendar, advertising and other connected platforms. The user shall not attempt to circumvent, bypass or act contrary to such rules.

5.5 Compliance with local law

The user shall comply with the laws in force in the user's jurisdiction and shall not use the Dashboard to generate, store or distribute content that is unlawful in the user's jurisdiction or in any jurisdiction where such content is intended to be made available.

6. AI Disclaimer and Verification Duty

6.1 AI output disclaimer

The user acknowledges and agrees that the Dashboard and the AI Persona use artificial intelligence and that AI outputs are generated in a non-deterministic manner. AI outputs may be inaccurate, incomplete, out of date, misleading or unsuitable for a given purpose. Quantum Neuron makes no representations or warranties as to the accuracy, completeness, currency, suitability or legal sufficiency of any AI-generated content.

6.2 Verification duty

The user, acting on behalf of and for the Client, is responsible for verifying AI-generated content before relying on it in any business, operational, legal, financial or other decision - in accordance with Section 4.1 of the MSA. Liability towards Quantum Neuron in this respect is borne by the Client on the terms set out in the MSA. The user shall not rely on AI outputs in any decision with legal, medical, financial or significant personal consequences without independent human verification.

6.3 AI transparency and disclosure

In accordance with Regulation (EU) 2024/1689 (the "EU AI Act"), where applicable, the user is hereby informed that the AI Persona and any AI assistant features in the Dashboard are AI systems. The AI-interaction disclosure to End Users is a Quantum Neuron product standard active in all communication channels regardless of the Client's region. AI-generated outputs may be labeled or technically identifiable where required or technically supported.

Where the user configures, edits or operates an AI Persona, the user shall follow the Client-approved communication strategy and any legally required AI transparency, disclosure, notification or labeling requirements applicable to the Client's use case and communication channel. The user shall not disable, remove or circumvent AI disclosure settings where such disclosure is required by applicable law, the MSA, the Order Form, the Functional Scope Annex or the Client's internal policy.

6.4 No guarantee of business outcomes

The user acknowledges that the Dashboard and the AI Persona are AI-assisted automation, communication, workflow support and engagement tools. Quantum Neuron does not guarantee any specific commercial, sales, marketing, operational, financial or conversion result, including any number of leads, meetings, responses, opportunities, closed transactions, revenue, customer satisfaction improvement, cost reduction, efficiency gain or return on investment.

6.5 No professional advice

The Dashboard and the AI Persona do not provide legal, tax, financial, medical, employment, compliance or other regulated professional advice. The user shall not rely on AI-generated outputs as professional advice or as the sole basis for decisions with legal, financial, medical, employment or similarly significant consequences.

7. High-Risk AI Use Cases (AI Act)

7.1 Scope of AI Act references

References to Regulation (EU) 2024/1689 (the "EU AI Act") in these Terms apply only to the extent the relevant use, deployment, output, placing on the market or legal obligation falls within the territorial or extraterritorial scope of the EU AI Act. For users acting on behalf of Clients established in the United Kingdom, a GCC Jurisdiction (as defined in the MSA) or otherwise outside the European Union, such references shall not be construed as an acknowledgment that the EU AI Act automatically applies to all uses of the Services. The restrictions on High-Risk AI Use Cases apply as a contractual safety standard under these Terms and the MSA.

7.2 High-Risk Use Case restrictions

The Dashboard and the AI Persona are designed and made available as a limited-risk AI system within the meaning of the EU AI Act.

The user shall not configure, instruct, operate or use the Dashboard or the AI Persona for any High-Risk AI Use Case, including any use case classified as a high-risk AI system under Annex III to the EU AI Act, such as, without limitation: recruitment, candidate screening or employment decisions; creditworthiness assessment; life or health insurance risk assessment; eligibility for public benefits or social services; assessment of students in education; law enforcement, migration or border control; administration of justice; or biometric identification or categorization of natural persons, except where the Client has entered into an Enterprise High-Risk AI Addendum to the MSA covering such use case. The binding scope and activation procedure for High-Risk AI Use Cases are governed by Section 5 of the MSA; in the event of any inconsistency, the MSA prevails.

7.3 Notification duty

The user shall promptly notify the Client and Quantum Neuron in writing, including by email, if the user becomes aware that the Dashboard is being used or is intended to be used for a High-Risk AI Use Case without an applicable Enterprise High-Risk AI Addendum.

8. User-Created Content

8.1 Two-category framework

Content created or submitted by the user in the Dashboard falls into two distinct categories, governed by different ownership and use rules:

8.2 Client Content

Business information and substantive content provided by the user on the Client's behalf - including business descriptions, brand materials, product or service information, customer information, business facts and similar content originating from the Client's own business knowledge - constitutes Client Content. Client Content forms part of the Client Data within the meaning of the MSA. As between Quantum Neuron and the Client, the Client retains all right, title and interest in and to the Client Content, in accordance with Section 11.2 of the MSA.

8.3 Configuration Content

AI Persona configurations, system prompts, instructions, conversation flows, persona behavioral logic, knowledge base architecture, prompt engineering, integration configurations, voice settings and similar elements - whether created, modified or refined by Quantum Neuron's onboarding personnel, by the user or jointly with the user - constitute Configuration Content. Configuration Content embodies Quantum Neuron's methodology, know-how and AI engineering and is Quantum Neuron's intellectual property, even where customized for the Client and even where the user contributed to its creation.

To the extent the user creates or contributes to Configuration Content while using the Dashboard, the user hereby irrevocably assigns to Quantum Neuron all right, title and interest in and to such contributions and, to the maximum extent permitted by applicable law, waives - and agrees not to assert - any moral rights in such contributions, and authorizes Quantum Neuron to exercise such rights on the user's behalf where a waiver is not permitted. The user will, upon Quantum Neuron's reasonable request, execute any documents necessary to perfect such assignment.

8.4 Client's right of use

Quantum Neuron provides the Client, for the term of the MSA and solely for the Client's internal business purposes, a non-exclusive, non-transferable and non-sublicensable right to use the Configuration Content solely to the extent necessary to operate the AI Persona within the Services. Upon termination or expiration of the MSA, this right terminates automatically and the Configuration Content remains the exclusive property of Quantum Neuron.

8.5 Suggestions and improvements

If the user provides suggestions, ideas, recommendations, opinions or improvements concerning the Dashboard or the Services ("Feedback"), the user grants Quantum Neuron the perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sublicensable and transferable license set out in Section 11.5 of the MSA, which applies to such Feedback. Where the user acts on behalf of the Client, Section 11.5 of the MSA applies to the Feedback.

8.6 User representations

The user represents and warrants that:

1. all Client Content submitted by the user is submitted with the Client's authorization;
2. the user holds all rights, consents and legal bases necessary to submit such content;
3. the submission and processing of such content does not infringe third-party rights or violate applicable law;
4. the user is not subject to any contractual or other restriction preventing the assignment of contributions to Configuration Content set out in Section 8.3;
5. when the user uploads, imports, activates or uses Lead Data, contact lists, recipient data or Suppression Data, the user has been authorized to do so by the Client;
6. the user will not knowingly upload or activate data for Outbound Communication where the user knows or reasonably should know that a required legal basis, information notice, consent, opt-in, suppression mechanism or platform permission is missing; and
7. the user will follow the Client-approved campaign settings, communication strategy, suppression lists and compliance instructions when configuring or operating Outbound Communication.

9. Intellectual Property

All right, title and interest in and to the Dashboard, the Services, the underlying Platform, all software, models, algorithms, technology, documentation, trademarks, trade names, designs and know-how, and all intellectual property rights therein, including any modifications, improvements and derivative works, belong exclusively to Quantum Neuron. Subject to compliance with these Terms, the user is granted a personal, non-exclusive, non-transferable, revocable right to access and use the Dashboard solely to perform the user's duties on behalf of the Client and within the framework of the MSA. No other rights are granted by implication, estoppel or otherwise.

The user shall not remove, alter or obscure any copyright notice, trademark or other proprietary rights notice contained in or displayed by the Dashboard.

10. Privacy and Data Protection

Personal data of Authorized Users processed in connection with the Dashboard is governed by the Privacy Policy, which forms an integral part of these Terms by reference. Personal data submitted by the Client through the Dashboard to operate the AI Persona is processed by Quantum Neuron as a processor on the Client's behalf and is governed by the DPA. Nothing in these Terms limits the user's rights as a data subject under the EU GDPR, the UK GDPR or any other applicable data protection law.

If a natural person is an End User of an AI Persona deployed by the Client or a recipient of Outbound Communication initiated by the Client through the Services, the relevant controller of that person's Personal Data is the Client operating the AI Persona or campaign, and that person should consult the Client's privacy policy.

Where Quantum Neuron receives a data subject request concerning Personal Data processed by Quantum Neuron as a processor on the Client's behalf, Quantum Neuron may redirect such request to the Client in accordance with the DPA and the Privacy Policy.

11. Onboarding Collaboration and Quantum Neuron Personnel Access

The user acknowledges that Quantum Neuron's onboarding and support personnel may, in the course of providing the Services to the Client, access the Client's Dashboard environment, create or modify Configuration Content and interact with the user, in accordance with the MSA, the DPA and Quantum Neuron's internal access controls. Such access is carried out solely to deliver, configure, support, maintain and improve the Services for the Client.

Such access may include access to Client Content, Configuration Content, conversation history, logs and integration settings to the extent reasonably necessary for onboarding, support, maintenance, security, troubleshooting or service improvement, subject to applicable access controls and the DPA.

12. Account Suspension and Closure

12.1 Suspension by Quantum Neuron

Quantum Neuron may suspend or close the user's account, in whole or in part, with or without prior notice, where Quantum Neuron reasonably believes that: (a) the user has violated these Terms; (b) the user's account has been compromised (taken over or used by an unauthorized person) or is being used without authorization; (c) suspension is necessary to protect the security, integrity or availability of the Dashboard, other users, the Client or third parties; (d) suspension is required to comply with applicable law or the request of a competent authority; or (e) the Client has instructed Quantum Neuron to suspend or close the user's account.

Quantum Neuron may also suspend or terminate the user's account, AI Persona access, integration access, outbound campaign access or communication channel access where Quantum Neuron reasonably believes that the account or access is being used for spam, unlawful marketing, fraud, security abuse, platform abuse, High-Risk AI Use Cases without the required addendum, unlawful processing of Lead Data, violation of Suppression Data or other prohibited activity, or where continued access may expose Quantum Neuron, the Client, End Users, third-party platforms or the public interest to legal, regulatory, security, reputational or platform-enforcement risk.

12.2 Notice to the Client

Where Quantum Neuron suspends or terminates an Authorized User's account, Quantum Neuron may notify the Client of such action.

12.3 Closure by the Client or by the user

The Client may at any time instruct Quantum Neuron to suspend or close the account of any Authorized User. The user may at any time request closure of their account by contacting Quantum Neuron at privacy@quantumneuron.ai. Closure of the user's account does not affect any rights or obligations of the Client under the MSA.

12.4 Effects of account closure

Upon closure of the user's account, the user shall cease all use of the Dashboard. The user's obligations under Sections 5 (Acceptable Use), 6 (AI Disclaimer, including No guarantee of business outcomes and No professional advice), 8 (User-Created Content), 9 (Intellectual Property), 10 (Privacy and Data Protection), 13 (Disclaimers), 14 (Limitation of Liability) and 17 (Governing Law and Dispute Resolution), and any other provisions that by their nature are intended to survive, remain in force after the user's account is terminated.

13. Disclaimers

THE DASHBOARD IS MADE AVAILABLE TO THE USER "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, UNINTERRUPTED OPERATION OR FREEDOM FROM ERRORS. Service level commitments and warranties applicable to the Client, if any, are set out in the MSA and operate exclusively between Quantum Neuron and the Client. Nothing in this Section excludes or limits liability that cannot be excluded or limited under mandatory applicable law.

The user acknowledges that availability, service level commitments, support commitments and commercial remedies, if any, apply exclusively between Quantum Neuron and the Client under the MSA and the applicable Order Form and do not create separate individual rights for the user.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, QUANTUM NEURON SHALL NOT BE LIABLE TO THE USER FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE USER'S USE OF THE DASHBOARD, INCLUDING WITHOUT LIMITATION ANY RELIANCE ON AI-GENERATED OUTPUTS, EVEN IF QUANTUM NEURON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The user's relationship with Quantum Neuron is intermediated by the Client. Quantum Neuron's liability to the Client is governed by Section 14 of the MSA. Nothing in these Terms creates a right of claim for the user against Quantum Neuron beyond the rights expressly granted in this document, and nothing in these Terms excludes or limits liability that cannot be excluded or limited under mandatory applicable law, including, where applicable, mandatory consumer protection or data subject protection law.

15. Notices

Notices to the user will be sent to the email address associated with the user's Dashboard account or displayed to the user in the Dashboard, and will be deemed delivered on the next business day after sending. Notices to Quantum Neuron from the user shall be sent by email to: contact@quantumneuron.ai (operational matters), legal@quantumneuron.ai (legal matters) or privacy@quantumneuron.ai and ido@quantumneuron.ai (data protection matters). The user may update the email address associated with their account at any time through the Dashboard.

16. Changes

Quantum Neuron may amend these Terms from time to time. Non-material changes, such as editorial, clarifying, technical or other minor changes that do not materially impair the user's rights, take effect upon publication of the updated version at https://quantumneuron.ai/legal/m26/terms-of-use. Material changes, including changes to the Acceptable Use rules, the intellectual property provisions, the governing law or the dispute resolution rules, take effect no earlier than thirty (30) days after Quantum Neuron sends a notice to the user by email or displays a prominent notice in the Dashboard.

If the user does not agree to a material change, the user may cease using the Dashboard and request closure of their account before the effective date of the change. Continued use of the Dashboard after the effective date of a change constitutes acceptance of the updated Terms.

Clients with a signed MSA. Where the Client has entered into a Master SaaS Agreement with Quantum Neuron, the version of these Terms binding on that Client and its Authorized Users is the version attached to the MSA or expressly agreed in the Order Form. Changes to these Terms vis-a-vis such Client and its Authorized Users take effect exclusively through the amendment procedure provided in the MSA and do not occur through mere publication of an updated version at the address indicated above.

17. Governing Law and Dispute Resolution

17.1 Governing law

These Terms are governed by and construed in accordance with the governing law specified in the MSA or the Order Form entered into between the Client and Quantum Neuron Inc. and, in the absence of such a document, in accordance with the laws of the State of Delaware, United States of America, excluding its conflict-of-law rules, subject to the user's mandatory rights.

17.2 Mandatory local law

Notwithstanding Section 17.1, these Terms are also subject to any mandatory data protection laws, including the EU GDPR and the UK GDPR, and other mandatory provisions of the law applicable in the user's jurisdiction, to the extent required by such law. Nothing in these Terms deprives the user of protections that cannot be derogated from by agreement under such mandatory law.

17.3 Dispute resolution

Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity or termination, shall - where the user acts on behalf of a Client that has entered into an MSA with Quantum Neuron - be resolved in accordance with the dispute resolution provisions of that MSA, applied mutatis mutandis. In all other cases, such disputes shall be subject to the exclusive jurisdiction of the state and federal courts located in New York County, New York, United States of America, and the proceedings shall be conducted in English, subject in each case to Section 17.2 and Section 17.4.

17.4 Preservation of mandatory rights

Nothing in this Section limits any mandatory data protection rights, data subject rights, consumer protection rights, where applicable, or other rights that cannot be excluded under applicable law, including any mandatory right of the user to bring or defend proceedings in the courts of the user's own jurisdiction where such right cannot be derogated from by agreement.

18. Incorporated Documents and Order of Precedence

These Terms form part of the broader contractual framework between Quantum Neuron and the Client. The following documents are incorporated by reference and form an integral part of the contractual framework:

1. the Master SaaS Agreement (MSA), available at https://quantumneuron.ai/legal/m26/master-agreement;
2. the Data Processing Agreement (DPA), available at https://quantumneuron.ai/legal/m26/dpa;
3. the Privacy Policy, available at https://quantumneuron.ai/legal/m26/privacy;
4. the Subprocessor List, available at https://quantumneuron.ai/legal/m26/subprocessors;
5. the applicable Order Form signed between Quantum Neuron and the Client; and
6. the Functional Scope Annex attached to or referenced in the applicable Order Form.

In the event of any conflict or inconsistency between these Terms and the documents listed above, the order of precedence set out in Section 26 of the MSA applies. With respect to Clients that have entered into an MSA, the binding versions of the above documents are those attached to the MSA or agreed in accordance with the MSA; the URLs indicated above are informational.

19. Miscellaneous

19.1 Severability

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.

19.2 No waiver

The failure of either party to enforce any provision of these Terms shall not be construed as a waiver of that provision or of the right to enforce it.

19.3 Assignment

The user may not assign or transfer these Terms or any rights or obligations under them. Quantum Neuron may assign these Terms to an affiliate or to a successor in connection with a merger, acquisition, reorganization or sale of all or substantially all of its assets.

19.4 Independent status

Nothing in these Terms creates an employment, agency, partnership, joint venture or fiduciary relationship between Quantum Neuron and the user.

19.5 Entire agreement

These Terms, together with the Privacy Policy and the documents incorporated by reference, constitute the entire agreement between Quantum Neuron and the user with respect to the user's use of the Dashboard and supersede all prior or contemporaneous communications and proposals with respect to such use.

20. Contact

For any questions concerning these Terms or matters related to use, please contact:

• General contact: contact@quantumneuron.ai
• Legal matters: legal@quantumneuron.ai
• Privacy and data protection matters: privacy@quantumneuron.ai
• Data Protection Officer (appointed and maintained by Quantum Neuron voluntarily): Krzysztof Kochanowski, ido@quantumneuron.ai
• Contracting entity and postal address: Quantum Neuron Inc., 169 Madison Ave STE 15768, New York, NY 10016, United States of America; state of incorporation: Delaware; EIN: 30-1448079
• Representative in the European Union (Article 27 EU GDPR): Quantum Neuron Sp. z o.o., ul. Żurawia 6/12/745, 00-503 Warsaw, Poland, KRS: 0001222865 - contact point for data subjects and supervisory authorities: privacy@quantumneuron.ai
• Representative in the United Kingdom (Article 27 UK GDPR): Kochanowski Consulting Ltd, 151 Picton Road, Liverpool, Merseyside L15 4LG, United Kingdom; contact: ido@quantumneuron.ai