Terms of Service

These Terms of Service ("Terms") form a binding agreement between you and QueryNow, Inc. ("QueryNow", "Juncture", "we", "us" or "our"), the operator of the Juncture website at juncture.health and the Juncture software service (together, the "Service"). By accessing the website, creating an account, or using the Service in any way, you confirm that you have read, understood and agree to be bound by these Terms.

If you are entering into these Terms on behalf of a company or other organization, you represent that you have the authority to bind that organization, and "you" refers to that organization. If you do not agree to these Terms, you must not access or use the Service.

This document is a template intended for the Juncture website and a typical business engagement. A signed master services agreement or order form, where one exists between you and QueryNow, governs to the extent it conflicts with these Terms.

Juncture helps regulated organizations keep an approved message intact from the label to the answer a machine gives. The Service includes a website, a pre-check review capability for marketing assets, and a monitor for how AI answers about a brand. Specific features, scope and limits are described in the documentation or in the order form applicable to your account.

The Service is a decision-support tool. It assists human reviewers. It does not constitute, and is not a substitute for, regulatory, medical, legal or other professional advice, and it does not replace any review that law or your own policies require. You remain solely responsible for the content you publish and for your compliance obligations.

We may add, change, suspend or remove features of the Service from time to time. We will use reasonable efforts to avoid material reductions in core functionality during a paid term.

You may use the Service only if you can form a binding contract with QueryNow and are not barred from doing so under any applicable law. The Service is intended for business and professional use by organizations and their personnel. It is not directed to consumers and is not intended for personal, household or family use.

Some parts of the Service require an account. You agree to provide accurate information, to keep it current, and to keep your credentials confidential. You are responsible for all activity that occurs under your account.

You must notify us promptly of any unauthorized use of your account or any other suspected breach of security. We are not liable for any loss arising from unauthorized use of your account that results from your failure to safeguard your credentials.

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree that you will not, and will not permit any third party to:

• use the Service in violation of any applicable law, regulation or third-party right;
• upload or process content that you do not have the right to use, or that infringes the intellectual property, privacy or other rights of others;
• attempt to gain unauthorized access to the Service, related systems, or another customer's data;
• interfere with, disrupt, or place an unreasonable load on the Service, or circumvent any access, rate or usage limits;
• reverse engineer, decompile, or attempt to derive the source code of the Service, except to the extent that restriction is prohibited by law;
• resell, sublicense, or make the Service available to any third party except as expressly permitted; or
• use the Service to build a competing product or to benchmark it for a competitor.

We may investigate suspected violations and may suspend or terminate access for conduct that we reasonably believe violates these Terms or harms the Service, other users, or us.

The Service, the Juncture name and brand, the website, and all related software, content, design and documentation are owned by QueryNow or its licensors and are protected by intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for your internal business purposes during the term.

Nothing in these Terms transfers any ownership of the Service or our intellectual property to you. We reserve all rights not expressly granted.

As between you and us, you retain all rights in the content you submit to the Service ("Customer Content"). You grant us a limited license to host, process and use Customer Content solely to provide and improve the Service for you and to meet our legal obligations. If you provide feedback or suggestions, you grant us a perpetual, royalty-free right to use that feedback without restriction.

Each party may receive confidential information of the other in connection with the Service. The receiving party agrees to protect that information using at least the same care it uses for its own confidential information, and to use it only to perform under these Terms. This obligation does not apply to information that is public through no fault of the receiving party, was already known without a duty of confidentiality, is independently developed, or is lawfully received from a third party.

A party may disclose confidential information if required by law or legal process, provided it gives reasonable prior notice where permitted so the other party can seek protection.

The Service is provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim all warranties, whether express, implied or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.

We do not warrant that the Service will be uninterrupted, error-free, or secure, that defects will be corrected, or that any result, output, or recommendation produced by the Service is complete, accurate or suitable for a particular regulatory or commercial use. You are responsible for reviewing and validating all output before relying on it.

To the fullest extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, data, goodwill or anticipated savings, arising out of or relating to the Service or these Terms, even if advised of the possibility of such damages.

To the fullest extent permitted by law, the total aggregate liability of QueryNow arising out of or relating to the Service or these Terms will not exceed the amounts you paid to us for the Service in the twelve months before the event giving rise to the claim, or, where the Service was provided at no charge, one hundred US dollars.

Nothing in these Terms limits liability that cannot be limited by law, such as liability for fraud or for death or personal injury caused by negligence.

You agree to defend, indemnify and hold harmless QueryNow and its officers, directors, employees and agents from and against any third-party claims, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or related to your Customer Content, your use of the Service in violation of these Terms, or your violation of any law or third-party right.

These Terms apply from the time you first access the Service and continue until terminated. You may stop using the Service at any time. Paid subscriptions are governed by the term stated in the applicable order form.

We may suspend or terminate your access if you materially breach these Terms, if required by law, or if continued provision of the Service to you would create a security or legal risk. We will use reasonable efforts to provide notice where practical.

On termination, your right to use the Service ends. Sections that by their nature should survive, including intellectual property, confidentiality, disclaimers, limitation of liability, indemnification and governing law, survive termination.

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict-of-laws rules. The parties submit to the exclusive jurisdiction of the state and federal courts located in Delaware for any dispute that is not subject to a separate agreement, except that either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

We may update these Terms from time to time. When we make material changes, we will update the "Last updated" date above and, where appropriate, provide additional notice. Your continued use of the Service after a change takes effect means you accept the revised Terms. If you do not agree, you must stop using the Service.

Questions about these Terms can be directed to QueryNow, Inc. at legal@juncture.health.