Terms of Service
Effective Date: July 2, 2026
1. Acceptance of Terms
By accessing or using Impart QMS ("the Service"), you agree to be bound by these Terms of Service ("Terms") and all applicable laws and regulations. If you do not agree with any part of these Terms, you may not use the Service. These Terms constitute a legally binding agreement between you and Impart Quality Consulting, LLC ("Company," "we," "us," or "our").
2. Description of Service
Impart QMS is a cloud-based quality management system designed for IVF and reproductive medicine laboratories. The Service includes quality control tracking, equipment management, maintenance scheduling, compliance reporting, electronic signatures, KPI analysis, and related features as described on our website. The Service is provided on a software-as-a-service (SaaS) basis and is hosted on secure third-party infrastructure.
3. User Accounts
You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us at support@impartquality.com of any unauthorized use of your account or any other breach of security. We are not liable for any loss arising from unauthorized use of your account. Each user must have their own account; sharing credentials between users is prohibited.
4. Subscription and Payment
Access to Impart QMS requires a paid annual subscription after the Public Beta period. The current subscription fee is $4,500 per laboratory per year, which includes unlimited users, equipment, and QC parameters. Multi-department and network oversight features are included at no additional cost. Subscription fees are billed annually in advance. All fees are non-refundable except as required by applicable law. We reserve the right to change subscription pricing with 30 days' notice. Price changes will take effect at the beginning of your next billing cycle.
5. 2026 Public Beta Program
During the 2026 Public Beta Program, new laboratory accounts are created through a beta registration that must be initiated by, or at the direction of, the laboratory director; the registering signer electronically signs the Public Beta End User Agreement ("Beta EUA") at registration. For beta participants, the Beta EUA supplements these Terms and controls in the event of a conflict. Beta accounts receive full access to the Service at no charge for the duration of the beta. The beta program is open through 2026 and will not be ended without at least sixty (60) days' advance notice, at which point participants may elect a complete export of their data at no cost or continuation under a paid subscription with a 50% discount applied to their first twelve (12) months. The discount is conditioned on active beta participation as defined in the Beta EUA: implementation and active use of the Service, and submission of at least one item of product feedback (bug report, feature request, or general review) per calendar month of participation. Laboratory data is backed up nightly during the beta. While the Service remains under active feature development, beta participation is not intended to replace a laboratory's existing quality management system of record.
6. Data Ownership and Intellectual Property
You retain full ownership of all data you input into the Service, including quality control records, equipment data, personnel information, and any uploaded documents. We do not claim any intellectual property rights over your content. The Service itself, including all software, code, design, documentation, and associated intellectual property, is owned by Impart Quality Consulting, LLC and is protected by copyright, trademark, and other intellectual property laws. You are granted a limited, non-exclusive, non-transferable license to use the Service during your subscription term.
7. Data Privacy and Security
Your use of the Service is governed by our Privacy Policy, which is incorporated into these Terms by reference. We implement industry-standard security measures including encryption at rest and in transit, role-based access controls, and regular security assessments. We do not sell, rent, or share your data with third parties except as necessary to provide the Service or as required by law. You are responsible for ensuring that your use of the Service complies with all applicable data protection regulations, including HIPAA, GDPR, and state privacy laws as applicable to your operations.
8. Acceptable Use
You agree to use the Service only for lawful purposes and in accordance with these Terms. You shall not: (a) use the Service to store or transmit malicious code; (b) interfere with the integrity or performance of the Service; (c) attempt to gain unauthorized access to the Service or its related systems; (d) use the Service to violate any applicable law or regulation; or (e) sublicense, resell, or distribute the Service without our prior written consent.
9. Service Availability and Support
We strive to maintain the availability of the Service but do not guarantee uninterrupted access. We may perform scheduled maintenance with reasonable advance notice. We provide email-based support at support@impartquality.com during normal business hours. Critical issues affecting data integrity or system availability will be addressed with priority response times.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IMPART QUALITY CONSULTING, LLC SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY; (C) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR DATA; OR (D) ANY OTHER MATTER RELATING TO THE SERVICE. OUR TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
11. Indemnification
You agree to indemnify, defend, and hold harmless Impart Quality Consulting, LLC and its officers, directors, employees, and agents from and against any claims, damages, obligations, losses, liabilities, costs, or expenses arising from: (a) your use of the Service; (b) your violation of these Terms; or (c) your violation of any third-party rights, including intellectual property rights.
12. Termination
Either party may terminate the subscription at any time. You may cancel by contacting support@impartquality.com. We may suspend or terminate your account immediately if you violate these Terms or engage in any activity that threatens the security or integrity of the Service. Upon termination, your data will be preserved for 90 days. During this period, you may request a data export. After 90 days, your data will be permanently deleted.
13. Changes to Terms
We reserve the right to modify these Terms at any time. Material changes will be communicated via email to the address associated with your account at least 30 days before taking effect. Your continued use of the Service after the effective date of any changes constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must discontinue use of the Service before the changes take effect.
14. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of laws principles. Any dispute arising from or relating to these Terms or the Service shall be resolved exclusively in the state or federal courts located in Harris County, Texas. You consent to the personal jurisdiction of such courts.
15. Contact Information
If you have questions about these Terms of Service, please contact us at: Impart Quality Consulting, LLC — Email: support@impartquality.com.