Terms of Use & End User License Agreement

1. Definitions

“Account” means a Quadra ID or other credentials we issue or accept (including sign-in via Google or another identity provider) used to access Services, manage seats, start trials, or redeem licenses.

“Authorized Device” means a computer or other hardware unit on which you are permitted to install or activate the Software under the entitlement you purchased or under a valid trial, as limited by that product’s seat, device, or concurrent-use rules.

“Documentation” means user guides, help articles, release notes, system requirements, and similar materials we publish for the Software or Services.

“Entitlement” means the license type and scope you lawfully obtained (including perpetual, subscription, rent-to-own, evaluation/trial, academic, NFR, complimentary, or promotional licenses), including any seat limits and edition identifiers.

“Major Version” means a Software version line designated by Quadra as a new major release (for example, 1.x versus 2.x), whether or not marketed under a new product name.

“Maintenance Update” means a bug-fix, security, stability, or other minor maintenance release within a licensed Major Version that Quadra designates as an update rather than a new Major Version or separate product.

“Third-Party Materials” means software, libraries, codecs, fonts, host APIs, trademarks, or services owned by third parties that may be distributed with, required by, or used alongside the Software.

“Third-Party Services” means third-party websites, services, or advertisements linked from or integrated with the Site.

2. Accounts

Creating an Account. Some features of the Site may require you to register for an Account. When you register, you agree to provide accurate and complete information and to keep that information current. You can request deletion of your Account by contacting us. We may suspend or terminate your Account as described in Section 22.

Account Security. You are responsible for keeping your login credentials confidential and for all activity that occurs under your Account. If you believe your Account has been accessed without your authorization, please notify us immediately at [email protected]. We are not liable for any losses resulting from your failure to keep your credentials secure, except to the extent caused by our proven breach of security obligations or where mandatory law provides otherwise.

We may act on instructions that appear to come from your Account. We may suspend or disable an Account or Entitlement if you fail to comply with this Agreement or if we have reasonable grounds to believe a failure has occurred or is imminent.

3. Access to the Site

License. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your own personal or internal professional purposes in connection with evaluating, purchasing, activating, or supporting Quadra Software.

Restrictions. You may not: (i) license, sell, rent, lease, transfer, assign, distribute, or commercially exploit the Site or any content on it; (ii) modify, create derivative works from, disassemble, reverse-compile, or reverse-engineer any part of the Site; (iii) access the Site in order to build a similar or competing product or service; or (iv) copy, reproduce, distribute, republish, download, display, post, or transmit any part of the Site except as expressly permitted by these Terms. All copyright and proprietary notices on the Site must be kept intact on any copies you are permitted to make.

Changes to the Site. We may modify, suspend, or discontinue the Site (or any part of it) at any time, with or without notice. We are not liable to you or any third party for any such modification, suspension, or discontinuation.

No Support Obligation for the Site alone. We have no obligation to provide you with support or maintenance for the Site itself, except as we elect to offer or as required for paid Software support windows described below.

Ownership. All intellectual property rights in the Site and its content — including copyrights, patents, trademarks, and trade secrets — belong to Company or its suppliers. These Terms do not transfer any ownership rights to you, except for the limited access rights in this Section. All rights not expressly granted are reserved.

Feedback. If you share feedback or suggestions about the Site or Software with us, you grant us a perpetual, irrevocable, worldwide, non-exclusive, fully-paid, royalty-free license to use that feedback freely, in any manner and for any purpose, without attribution. Please do not submit any feedback that you consider proprietary or confidential.

4. Software license, not sale; reservation of rights

The Software and Services are licensed, not sold. Quadra and its licensors retain all right, title, and interest in and to the Software, Services, Documentation, branding, trademarks, trade dress, source code, object code, architectures, algorithms, and all associated intellectual property. No ownership interest transfers to you.

Except for the limited license expressly granted in Section 5, no rights are granted by implication, estoppel, or otherwise. All rights not expressly granted are reserved by Quadra and its licensors.

5. Grant of Software license

Subject to your timely payment of applicable fees (if any), your compliance with this Agreement, and the Entitlement you obtained, Quadra grants you a limited, non-exclusive, non-transferable (except as Section 14 expressly permits), non-sublicensable, revocable license to download, install, and use the object-code form of the Software solely for your personal use or your internal professional/business use, only on Authorized Devices, and only in accordance with the Documentation and the seat, concurrent-use, and edition limits applicable to your Entitlement.

Device / seat licenses. Where a product is sold with a stated number of seats or devices, you may activate the Software on up to that number of Authorized Devices at a time. You may deactivate a device and move a seat as permitted by the product’s tooling and Documentation. Sharing Account credentials to exceed seat limits is prohibited.

Volume or floating licenses. If offered, concurrent or floating use is limited to the number of concurrent sessions or seats purchased and may be restricted to specified territories or networks as stated at purchase.

Bundle licenses. A bundle Entitlement covers only the products and Major Versions included in the bundle on the date of purchase, unless we expressly state otherwise.

Upgrade licenses. An upgrade Entitlement may be used only if you hold a qualifying prior Entitlement designated by Quadra. Upon upgrading, you may not continue concurrent productive use of both the prior and upgraded editions as separate paid seats unless we expressly permit it.

Server / automated processing. You may not use the Software on a server, in a data center, or for automated multi-user processing (including online mastering, hosting, or SaaS catering to third-party end users) without a separate written agreement from Quadra expressly authorizing that use.

Installation is your responsibility. Your devices must meet published system requirements, which may change over time.

6. Perpetual, subscription, rent-to-own, trial, academic, and NFR entitlements

Perpetual licenses. Unless an offering is expressly described as subscription, rental, trial, or other time-limited access, a paid license grants a perpetual right to use the licensed Major Version subject to this Agreement. “Perpetual” means the license term does not automatically expire; it does not obligate Quadra to provide indefinite updates, support, hosting, activation infrastructure, or compatibility with future operating systems or hosts.

Subscription licenses. If Software or Services are offered on a subscription basis, you may use them only during the paid term. Subscriptions may auto-renew if that is disclosed at checkout. Upon expiration, non-payment, or cancellation under the stated policy, access may be suspended or disabled without further notice to the extent permitted by law.

Rent-to-own / installments. If offered, use during the payment schedule is subject to timely payments. Failure to complete required payments may suspend or terminate the Entitlement until cured, or as otherwise stated at purchase.

Trials and evaluations. Evaluation, trial, demo, beta, “NFR,” or complimentary Software may be time-limited, feature-limited, watermarked, muted, or otherwise restricted. Trial eligibility may be limited per Account, email address, and/or hardware identifier. Circumventing trial limits is a material breach.

Academic / education licenses. If marked educational (EDU), use is limited to qualifying students, faculty, or staff for educational, non-commercial purposes as we specify. EDU licenses are generally non-transferable.

NFR licenses. Not-for-resale licenses are for review, demonstration, or other limited purposes we designate and may not be transferred or used for ordinary commercial production except as we expressly allow.

7. Updates, upgrades, and support

For perpetual purchases, unless a different plan is expressly stated at checkout, your purchase includes for twelve (12) months from the original purchase date: (a) access to Maintenance Updates for the licensed Major Version that Quadra chooses to release; and (b) reasonable technical support for the original purchaser through channels we publish, subject to availability and fair-use limits.

The twelve-month entitlement excludes: new Major Versions; new products; feature releases Quadra designates as upgrades or separate SKUs; custom engineering; on-site support; and guaranteed response times unless a separate support contract says otherwise.

After the twelve-month window: (a) you may continue to use the already-licensed Software “as is” under your perpetual license (if any); (b) Quadra has no obligation to provide further Maintenance Updates, support, or compatibility with future operating systems, DAWs, hosts, drivers, or hardware; and (c) Quadra may offer optional paid upgrades, crossgrades, or renewal plans under separate terms.

For subscription Entitlements, update and support rights last only while the subscription remains paid and active, as described at purchase.

We may deliver updates automatically or require you to install them for security or licensing reasons. If you decline required updates, some or all features may become unavailable.

8. Major versions

An Entitlement covers the Major Version identified at purchase (and Maintenance Updates for that Major Version during any applicable updates window). A later Major Version is a separate product for licensing purposes unless included by an upgrade plan or new purchase.

9. Activation, licensing technology, and online verification

Software may require Account sign-in, hardware identifiers, signed license files, online activation, periodic online validation, or other technical protection measures. You must not circumvent, disable, reverse, or interfere with those measures except to the limited extent applicable law expressly permits notwithstanding this restriction.

Activation and trial issuance may require internet connectivity and communication with Quadra servers. After successful activation, certain products may permit offline use subject to the signed entitlement stored on the device.

We may collect device identifiers, Account identifiers, product identifiers, timestamps, and related licensing telemetry reasonably needed to issue, validate, transfer, or revoke Entitlements, prevent fraud and piracy, and operate the Services, as further described in our Privacy Policy.

If we reasonably determine that an Entitlement is used outside its scope (including excess seats, shared credentials used to defeat seat limits, cracked binaries, or forged licenses), we may disable the Entitlement or Account and pursue remedies available at law.

10. Restrictions on use of Software

Except as this Agreement expressly allows or applicable law non-waivably permits, you will not, and will not permit others to: (a) copy the Software except for a reasonable number of backup or archival copies with all proprietary notices intact; (b) modify, adapt, translate, merge, or create derivative works of the Software; (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive source code or underlying ideas, except solely where mandatory law allows for interoperability and then only to the minimum extent required; (d) rent, lease, lend, sell, sublicense, distribute, publish, or otherwise transfer the Software or Entitlement except as Section 14 allows; (e) provide the Software as a hosted service, application service provider offering, or shared multi-tenant service to third parties; (f) separate components that are licensed as a single product; (g) remove, alter, or obscure copyright, trademark, or proprietary notices; (h) use the Software to infringe intellectual property or privacy rights, violate law, distribute malware, or interfere with others’ networks or systems; or (i) use beta or pre-release Software in production mission-critical workflows without accepting the heightened risk that such Software is provided without warranty.

You will comply with all laws applicable to your use, including export, sanctions, privacy, and intellectual-property laws.

11. Website and online services; acceptable use

Website content is provided for general information. It may change without notice and is not a binding offer unless presented as part of a checkout or signed order.

You will not misuse Services, including by attempting unauthorized access, scraping in a manner that impairs service, overloading infrastructure, testing vulnerabilities without authorization, or uploading unlawful or harmful content.

We may change, suspend, or discontinue any website feature, storefront capability, documentation page, Account tool, trial flow, or activation endpoint for business, security, or operational reasons.

12. Product and service discontinuation

Quadra may discontinue any Software product line, edition, or Service, in whole or in part, including upon sale of assets, insolvency-related wind-down, or decision to cease operations.

Discontinuation of online Services does not by itself revoke a perpetual license to continue using a copy that was already validly activated for offline use under its Entitlement, except where revocation is permitted for breach, fraud, court order, or legal requirement.

Quadra is not obligated to operate Accounts, downloads, activation servers, payment integrations, or support indefinitely. If we announce a wind-down or final-activation window, you are responsible for activating devices and retaining licenses, backups, and Documentation within that window.

Except as required by mandatory law or an express written commitment at purchase, discontinuation does not entitle you to a pro-rata refund for perpetual licenses already delivered, though subscription fees prepaid for unused future periods may be handled as stated in the Refund Policy or at cancellation.

13. Orders, fees, taxes, payment processors, and refunds

Prices, currencies, taxes, duties, and fees are as displayed at checkout or in an order form. You authorize the selected payment method for the amounts due. You are responsible for applicable taxes except taxes based on Quadra’s net income.

Payment processing may be performed by third parties (for example Stripe or other processors). Their terms govern the payment transaction. Quadra does not store full payment-card numbers on its servers when such processors handle card data.

You must accept this Agreement (including via the required scroll-and-accept flow where presented) before completing a purchase or claiming a complimentary license. Orders submitted without acceptance are void.

Digital Software purchases are generally final once an Entitlement is issued to your Account. Limited exceptions and procedures are described in the Refund Policy at /legal/refunds. Mandatory consumer cancellation or refund rights are not excluded where they cannot lawfully be excluded.

We may refuse or cancel orders that appear fraudulent, erroneous, or in violation of this Agreement, and may reclaim Entitlements issued in error.

14. Third-Party Materials, Third-Party Services & other users

The Software may be accompanied by or interoperate with Third-Party Materials (including operating systems, DAWs, plugin formats, drivers, and open-source components). Those materials are licensed under their own terms. Nothing in this Agreement limits rights granted to you by third parties under open-source licenses that accompany the Software distribution.

Third-Party Services. The Site may include links to or integrations with Third-Party Services. We do not control, endorse, or take responsibility for any Third-Party Services. You use all Third-Party Services at your own risk, and the applicable third party’s own terms and privacy practices will apply.

Other Users. Your interactions with other users of the Site are solely between you and those users. We are not responsible for any loss or harm resulting from those interactions, and we reserve the right, but have no obligation, to get involved in disputes between users.

Release. To the fullest extent permitted by law, you release Company and its officers, employees, agents, successors, and assigns from all claims, demands, and damages of any kind arising out of or related to the Site, other users, or Third-Party Services. If you are a California resident, you waive California Civil Code Section 1542, which provides: “A general release does not extend to claims which the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor or released party.”

15. Transfer of Entitlements

Device move. Where tooling allows, you may move a seat from one Authorized Device to another you control by deactivating the former device and activating the latter, subject to abuse limits and product rules.

Transfer to another person. Unless a product page or Entitlement expressly forbids it (including EDU and NFR), you may permanently transfer a perpetual Entitlement to another end user only if: (a) you transfer all copies and cease all use; (b) the recipient agrees to this Agreement; (c) you follow any transfer procedure we publish (which may include fees or Account reassignment); and (d) the Entitlement is not part of a bundle that must be transferred only as a whole if we so require.

You may not rent, time-share, or temporarily lend Entitlements. Subscription Entitlements are generally non-transferable except as we expressly allow.

16. Privacy; cookies and tracking

Your use of the Site and Software is also governed by our Privacy Policy, available at https://quadraaudio.com/legal/privacy, which is incorporated into these Terms by reference. The Privacy Policy describes the types of personal data and other information we collect, how we use that information, and the circumstances under which we may share it with third parties.

Processing of Personal Data. By using the Site or Software, you acknowledge that you have read and understand our Privacy Policy and that Company will process your personal data and other information in accordance with the Privacy Policy. If there is a conflict between these Terms and the Privacy Policy with respect to the collection, use, or processing of your personal data, the Privacy Policy will control.

Cookies and Tracking Technologies. The Site may use cookies, web beacons, pixels, and similar tracking technologies (“Tracking Technologies”) to collect information about your use of the Site. For details, see our Cookie Notice at https://quadraaudio.com/legal/cookies.

In addition to licensing telemetry, we may collect limited technical and usage information (such as Software version, OS version, crash or diagnostic data you choose to send, and coarse locale) to improve products, secure Services, and prevent fraud.

17. Your content and output

As between you and Quadra, you retain rights in audio, sessions, projects, and other content you create with the Software (“Your Content”), subject to third-party rights in samples or libraries you use.

If Services store or transmit Your Content (for example cloud features, if offered), you grant Quadra a limited license to host, process, transmit, and display Your Content solely to operate and improve those Services for you. We do not claim ownership of Your Content.

You represent that you have all rights necessary to use Your Content with the Software and Services and that such use does not violate law or third-party rights.

18. Limited warranty (paid Software)

Limited warranty for paid Software. For thirty (30) days from the date a paid Entitlement is first made available for download to you, Quadra warrants to the original purchaser that the Software will substantially conform to the applicable Documentation when used on a supported configuration as directed. This limited warranty does not apply to trials, betas, pre-release builds, complimentary copies, misuse, unauthorized modification, accident, or use with unsupported environments.

Exclusive remedy. Quadra’s entire liability and your exclusive remedy for breach of the limited warranty is, at Quadra’s option: (a) repair or replacement of the non-conforming Software; or (b) refund of the amount you paid to Quadra for that Entitlement upon your cessation of use and, if requested, certification of destruction of copies. Refunds are processed through the original payment channel where practicable.

Implied warranties. To the maximum extent permitted by law, any implied warranties, conditions, or guarantees that cannot be disclaimed are limited in duration to the thirty-day limited-warranty period (or the minimum period required by law).

19. Disclaimers

THE SITE, SOFTWARE, AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT — EXCEPT FOR THE LIMITED WARRANTY IN SECTION 18. WE DO NOT WARRANT THAT THE SITE, SOFTWARE, OR SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, FREE OF VIRUSES OR HARMFUL CODE, OR COMPATIBLE WITH ALL FUTURE OPERATING SYSTEMS, HOSTS, DRIVERS, OR HARDWARE. WHERE APPLICABLE LAW REQUIRES WARRANTIES, THEY ARE LIMITED TO 90 DAYS FROM YOUR FIRST USE (OR THE MINIMUM PERIOD REQUIRED BY LAW).

PRE-RELEASE, BETA, AND EXPERIMENTAL FEATURES ARE PROVIDED EXCLUSIVELY AS-IS WITHOUT THE LIMITED WARRANTY IN SECTION 18.

20. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) COMPANY AND ITS SUPPLIERS WILL NOT BE LIABLE FOR ANY LOST PROFITS, LOST DATA, COSTS OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) THE SITE, SOFTWARE, OR SERVICES; AND (B) OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING UNDER THESE TERMS IS CAPPED AT THE GREATER OF (i) FIFTY U.S. DOLLARS (US $50) AND (ii) THE AMOUNT PAID TO COMPANY BY YOU UNDER THESE TERMS FOR THE SPECIFIC PRODUCT OR SERVICE GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRIOR TO THE INCIDENT GIVING RISE TO THE CLAIM. THE EXISTENCE OF MULTIPLE CLAIMS DOES NOT INCREASE THIS CAP.

The foregoing limitations do not apply to liability for death or personal injury caused by negligence where such limitation is prohibited, for fraud or fraudulent misrepresentation, or for any other liability that cannot be limited under applicable law. Some jurisdictions do not allow limitation of certain damages; in those jurisdictions, liability is limited to the fullest extent permitted.

21. Indemnification

You agree to defend, indemnify, and hold harmless Company and its officers, employees, and agents from any claims and reasonable costs or attorneys’ fees arising out of (i) your use of the Site, Software, or Services; (ii) your violation of these Terms; (iii) Your Content; or (iv) your violation of any applicable law or regulation. We may assume control of the defense of any such claim at your expense, and you agree to cooperate with our defense. You agree not to settle any such claim without our prior written consent. We will make reasonable efforts to notify you promptly of any claim we become aware of. If you are a consumer, this indemnity applies only to the extent permitted by mandatory consumer law.

22. Term and Termination

These Terms remain in effect while you use the Site or Software. We may suspend or terminate your access (including suspending access to or deleting your Account) at any time and for any reason, including if we believe you have violated these Terms. We are not liable to you for any such termination except as mandatory law requires.

Your Software license terminates automatically if you materially breach this Agreement and, where cure is reasonably possible, fail to cure within thirty (30) days after notice (or immediately for breach of license-scope, payment fraud, or TPM circumvention).

Upon termination you must stop all use of the Software and Services and destroy or permanently delete copies in your possession or control, except copies you are required to retain by law.

Upon termination, Sections 3 (restrictions and ownership), 4, 10, 14, 16 through 21, 23 through 27, and this survival clause will survive.

23. State-Specific Legal Notices

The provisions in this Section apply only to users to the extent such users are subject to the laws of the applicable states identified below. If a provision in this section conflicts with another provision of these Terms, the state-specific provision controls for users subject to that state’s laws.

California. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs, at 1625 N. Market Blvd. Suite N112, Sacramento, CA 95834, or by phone at (800) 952-5210. Under California Civil Code Section 1789.3, California users of the Site are entitled to the following specific consumer rights notice: The provider of the Site is Quadra Audio. Mailing address: Available upon written request to [email protected] (subject: Legal / Mailing Address). To file a complaint regarding the Site, or to receive further information regarding use of the Site, contact us at [email protected]. If you are a California resident, you may have additional rights under the CCPA/CPRA; see our Privacy Policy at https://quadraaudio.com/legal/privacy.

Colorado. If you are a Colorado resident, you may have additional rights under the Colorado Privacy Act (CPA), including the right to opt out of the processing of your personal data for purposes of targeted advertising, the sale of personal data, and certain profiling. For details, please see our Privacy Policy.

Connecticut. If you are a Connecticut resident, you may have additional rights under the Connecticut Data Privacy Act (CTDPA). For details, please see our Privacy Policy.

Virginia. If you are a Virginia resident, you may have additional rights under the Virginia Consumer Data Protection Act (VCDPA). For details, please see our Privacy Policy.

Nevada. If you are a Nevada resident, you have the right under Nevada Revised Statutes Chapter 603A to direct us not to sell certain information we have collected or will collect about you. To exercise this right, please contact us at [email protected].

Other States. Additional state-specific provisions may apply depending on our operations and user base (including Texas, Oregon, Montana, Utah, Iowa, Indiana, Tennessee, and others). See our Privacy Policy for current rights notices.

24. General

Changes to Terms. We may update these Terms from time to time. If we make material changes, we may notify you by email (at the address on file), by a prominent notice on the Site, and/or by requiring renewed acceptance where the website or Software prompts for it. Your continued use of the Site after notice of changes means you accept the updated Terms where permitted by law; for Software Entitlements, the version you accepted governs until you accept a newer version when prompted.

Governing Law. Except where mandatory consumer law of your country of residence requires otherwise, these Terms and any dispute arising out of or related to these Terms, the Site, Software, or Services will be governed by and construed in accordance with the laws of the State of Delaware, United States of America, without regard to its conflict-of-law principles, and without application of the United Nations Convention on Contracts for the International Sale of Goods. For any claim or dispute not subject to the arbitration provisions in Section 27, you and Company irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware. Notwithstanding the foregoing: (a) either party may bring an action in any court of competent jurisdiction for injunctive or other equitable relief to protect its intellectual property rights; and (b) either party may bring an individual action in small claims court for claims within that court’s jurisdictional limits.

Export. You agree not to export, re-export, or transfer any technical data or products acquired from the Site or Software in violation of U.S. export control laws or applicable regulations in other countries. You represent that you are not a prohibited party and are not located in a comprehensively embargoed jurisdiction.

U.S. Government rights. If you are a U.S. Government end user, the Software and Documentation are “commercial computer software” and “commercial computer software documentation” developed exclusively at private expense. Use, duplication, and disclosure by the Government are subject only to the rights granted in this Agreement, consistent with FAR 12.212 and DFARS 227.7202 or successor regulations.

Electronic Communications. By using the Site, you consent to receiving communications from us electronically (by email or notices posted on the Site). These electronic communications satisfy any legal requirement for written notice.

Accessibility. Company is committed to making the Site accessible to all users, including individuals with disabilities. We endeavor to conform to the Web Content Accessibility Guidelines (WCAG) 2.1, Level AA, as published by the World Wide Web Consortium (W3C). If you experience any difficulty accessing or navigating the Site, or if you have suggestions for improving accessibility, please contact us at [email protected] (subject: “Accessibility”). We will make reasonable efforts to address accessibility concerns promptly.

Entire Agreement. These Terms (together with the Privacy Policy, Cookie Notice, Refund Policy, and any other policies or guidelines referenced herein, and any product-specific terms presented at purchase) are the entire agreement between you and Company regarding your use of the Site, Software, and Services. If any provision of these Terms is found to be invalid or unenforceable, it will be modified to the minimum extent necessary to be valid, and the remaining provisions will continue in effect. Our failure to enforce any provision is not a waiver of that provision. The word “including” means “including without limitation.” You may not assign these Terms without our prior written consent (except as Section 15 permits for Entitlement transfers); we may assign them freely. These Terms bind any permitted assignees.

Copyright / Trademark. Copyright © 2026 Quadra Audio. All rights reserved. All trademarks, logos, and service marks displayed on the Site are owned by Company or third parties. You may not use any of them without prior written consent from the owner.

Contact Information: [email protected]. Legal notices to Quadra must be sent to [email protected] with a copy marked for “Legal”, unless we publish an updated address.

Force majeure. Quadra is not liable for delay or failure to perform due to causes beyond its reasonable control.

Language. The English-language version of this Agreement controls. Translations, if any, are for convenience only.

Audit. During the term and for two (2) years thereafter, if you are a Business User, Quadra may upon reasonable notice audit your relevant records and systems solely to verify compliance with Entitlements, remotely or on-site during normal business hours. If an underpayment or excess use exceeding five percent (5%) is found, you will promptly pay the shortfall and reasonable audit costs. This audit right does not apply to Consumer Users using Software solely for personal non-business purposes.

25. Dispute Resolution — Binding Individual Arbitration (JAMS)

Please read this section carefully. It affects your legal rights, including your right to sue in court and your right to a jury trial.

Applicability. Except as described below, you and Company agree to resolve all disputes arising out of or relating to the Site, Software, Services, or these Terms through binding individual arbitration — not in court. Exceptions include: (i) claims that qualify for small claims court, brought on an individual basis; and (ii) requests for equitable relief related to intellectual property (such as trademarks, trade secrets, or copyrights). This arbitration agreement applies to all claims, including those that arose before you agreed to these Terms.

Try to Resolve First. Before starting arbitration, the parties agree to try to resolve the dispute informally. The party raising the dispute must send written notice (an “Informal Notice”) to the other party. Within 45 days of receiving that Informal Notice, the parties will meet by phone or video in good faith to try to work things out. Company’s notice address: [email protected] (subject: “Dispute / Informal Notice”) or Available upon written request to [email protected] (subject: Legal / Mailing Address). If the informal dispute resolution process doesn’t resolve the dispute within 60 days, either party may start arbitration.

Arbitration Rules. Arbitrations will be administered by JAMS (www.jamsadr.com). Claims under $250,000 (excluding fees and interest) will use JAMS’ Streamlined Arbitration Rules; larger claims will use JAMS’ Comprehensive Arbitration Rules. Unless the parties agree otherwise, arbitration will be conducted in the county where you live (or, if outside the United States, by video or as JAMS directs). All arbitration materials and documents are confidential.

The arbitration request must include: (i) your contact information and account username (if applicable); (ii) a description of the claims and supporting facts; (iii) the relief you’re seeking and a good-faith damages estimate; (iv) confirmation that you completed the informal resolution process; and (v) proof of any required filing fee payment.

Authority of Arbitrator. The arbitrator has authority to resolve all arbitrable disputes, including questions about the scope and enforceability of this arbitration agreement — except that courts (not arbitrators) will decide: (i) challenges to the class action waiver below; (ii) disputes about arbitration fees; (iii) whether a condition precedent to arbitration has been satisfied; and (iv) which version of this agreement applies. The arbitrator may award the same relief as a court, but on an individual basis only. The arbitrator’s award is final and binding, and judgment may be entered in any court with jurisdiction.

Waiver of Jury Trial. BY AGREEING TO ARBITRATION, YOU AND COMPANY WAIVE THE RIGHT TO A TRIAL BY JUDGE OR JURY FOR ALL COVERED CLAIMS.

Waiver of Class Actions. ALL DISPUTES MUST BE BROUGHT ON AN INDIVIDUAL BASIS. NEITHER YOU NOR COMPANY MAY BRING CLAIMS AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING. The arbitrator may only award relief on an individual basis. If a court finds this class action waiver unenforceable as to a specific claim, that claim may be litigated in state or federal court in Wilmington, Delaware; all other claims remain subject to arbitration.

Attorneys’ Fees. Each party bears its own attorneys’ fees unless the arbitrator finds a claim was frivolous or brought for an improper purpose.

Batch Arbitration. If 100 or more substantially similar arbitration demands are filed against Company within a 30-day period by the same law firm or coordinated group, JAMS will batch them into groups of 100 and appoint one arbitrator per batch, with one set of fees per batch.

Opt-Out. You may opt out of this arbitration agreement within 30 days of first accepting these Terms by sending written notice to [email protected] (subject: “Arbitration Opt-Out”) or Available upon written request to [email protected] (subject: Legal / Mailing Address). Your notice must include your name, address, and a clear statement that you wish to opt out. Opting out does not affect any other part of these Terms.

Severability. If any part of this arbitration agreement is found invalid, it will be modified to the minimum extent necessary to make it enforceable; the rest of the agreement remains in effect.

26. Consumer rights not affected

Nothing in this Agreement excludes, restricts, or modifies any consumer guarantee, right, or remedy under laws that cannot be excluded (including, where applicable, European Union consumer law and similar regimes). If you are a consumer in Australia, our goods come with guarantees that cannot be excluded under the Australian Consumer Law; you may be entitled to a replacement or refund for a major failure and compensation for other reasonably foreseeable loss or damage.

If you are a consumer, certain liability caps, warranty limits, class-action waivers, arbitration clauses, or governing-law clauses may not apply to you to the extent prohibited.

27. Version and attribution

Version 2026-10-15.1, effective October 15, 2026. Related: Privacy Policy (/legal/privacy) · Cookie Notice (/legal/cookies) · Refund Policy (/legal/refunds).

This document is adapted from attorney-drafted templates published by General Legal, PC under CC0 1.0 (https://github.com/General-Legal/legal-templates). It is provided for general reference and does not create an attorney-client relationship with General Legal. Quadra Audio is responsible for customizations reflecting its products and practices. This is not legal advice — have qualified counsel review before relying on it.