Parties to this Agreement
This Founding User Agreement ("Agreement") is entered into between the following parties:
THE QARP ACADEMY S.L.
Registration No.: B19913078
Carrer Lluís I Companys
08860 Castelldefels, Spain
Director: Maxim Bunimovich
maxim.bunimovich@theqarp.com
As identified below
Full name: ___________________________
Organisation (if applicable): ___________
Email: ______________________________
Country: ____________________________
Contact person: _____________________
By completing payment of the applicable Founding User Fee, the User acknowledges having read, understood, and agreed to be bound by all terms of this Agreement. This Agreement becomes effective upon the Provider's receipt and confirmation of payment ("Effective Date").
Definitions
Founding User Fee & Payment Terms
The Founding User Programme offers three (3) pricing tiers. The applicable tier is determined by the order of registration and the nature of the User (individual or corporate):
| Tier | Fee (EUR, incl. VAT) | Eligibility | Users Included | Status |
|---|---|---|---|---|
| Early Bird | €700 (one-time) | First 5 registrants | 1 individual | CLOSED — Fully Subscribed |
| Individual | €900 (one-time) | Any individual professional | 1 individual | Open (max 15 spots) |
| Corporate | €1,500 (one-time) | Organisations & companies | Up to 3 named users | Open (limited) |
You registered as one of the first five (5) Founding Users and paid the Early Bird fee of €700 (one-time, including applicable VAT). This is the lowest price at which Lifetime Access to the QARP AI Platform will ever be offered. All rights and benefits of this Agreement are fully activated upon receipt of your payment. This price is non-transferable and exclusively reserved for the first five registered users.
The applicable fee under this Agreement is €900 (one-time, including applicable VAT). This one-time payment grants full Lifetime Access to the Platform for one (1) individual User. No recurring subscription, renewal, or upgrade fee will ever be charged for features available to the general user base. This price is locked for the remaining spots in the Founding User Programme and will not be available after the programme closes.
The applicable fee under this Agreement is €1,500 (one-time, including applicable VAT). This one-time payment grants full Lifetime Access to the Platform for up to three (3) Named Users within the Client's organisation. Named Users must be designated in writing to the Provider within 30 days of the Effective Date. Substitution of Named Users is permitted with 14 days' written notice. The Corporate tier includes one (1) dedicated onboarding session per organisation.
3.1 Payment Methods. Payment of the Founding User Fee may be made by one of the following methods:
Card Payment (Stripe)
Early Bird €700 — link provided via email
Secure card payment via Stripe. Click below to proceed.
Pay €900 by Card →Corporate €1,500 — Stripe link provided upon request.
Request Corporate Link →SEPA / SWIFT Bank Transfer
Transfer to THE QARP ACADEMY S.L. After transfer, send confirmation to maxim.bunimovich@theqarp.com
3.2 Activation. Access to the Platform shall be activated within twenty-four (24) hours of the Provider's confirmation of receipt of cleared funds. For bank transfers, confirmation of payment receipt shall be sent to the User's registered email address.
3.3 No Recurring Fees. The Founding User Fee is a one-time payment. The Provider undertakes not to introduce recurring fees, subscription charges, or renewal requirements that would affect the User's access to features available to the general user base during the lifetime of the Platform.
3.4 VAT. Prices are stated inclusive of any applicable Spanish VAT (IVA). Where the User is a VAT-registered business entity in an EU member state other than Spain, the reverse charge mechanism may apply. The Provider shall issue a valid VAT invoice upon request.
Platform Access Rights & Lifetime Guarantee
4.1 Grant of Access. Subject to payment of the applicable Founding User Fee and compliance with the terms of this Agreement, the Provider grants the User a non-exclusive, non-transferable, worldwide licence to access and use the Platform for the User's professional audit and compliance activities.
4.2 Lifetime Access Guarantee. "Lifetime" means for as long as the Platform remains operational and under the control of THE QARP ACADEMY S.L. or its successors. The Provider commits to the following guarantees:
- All current features of the Platform at the time of the User's registration shall remain accessible without additional charge.
- All future updates, improvements, and new features released to the general user base shall be included in the User's Lifetime Access at no additional cost.
- The Provider will not impose a paywall or subscription requirement on the User for features that were previously available under this Agreement.
- In the event of a platform shutdown, the Provider shall give the User a minimum of ninety (90) days' written notice.
4.3 Early Access Period. Early access to the Platform is scheduled to begin on or around 12 May 2026. The User acknowledges that the Platform is in active development during the Early Access period and may contain incomplete features, bugs, or changes to the user interface. The User's feedback during this period is welcomed and expected as part of the Founding User relationship.
4.4 Named Users (Corporate). The three (3) Named Users authorised under the Corporate tier shall each receive their own individual login credentials. The Client organisation shall designate Named Users in writing to the Provider within 30 calendar days of the Effective Date. Named Users may be substituted (e.g. due to staff changes) with 14 days' written notice. The total number of simultaneous active Named Users shall not exceed three (3) at any time.
4.5 Onboarding. Each Founding User (or, for Corporate, the designated contact person) shall receive a personal onboarding call with the Provider's founder, scheduled within 14 days of access activation. During this call, the Provider will configure the User's knowledge base with the User's own SOPs, checklists, and templates.
4.6 Custom Knowledge Base. As part of the Founding User package, each User may provide proprietary documents (SOPs, templates, checklists, preferred regulatory references) to be loaded into their dedicated QARP AI knowledge base. These documents remain the exclusive property of the User (see Section 8) and are not shared with other users of the Platform.
Confidentiality & Data Protection
5.1 Mutual Confidentiality. Each party agrees to treat all Confidential Information of the other party with the same degree of care as it applies to its own confidential information, but in no event less than reasonable care. Each party agrees not to disclose the other party's Confidential Information to any third party without prior written consent, except as required by applicable law.
5.2 Audit Data — User's Exclusive Property. All Audit Data uploaded to or generated within the Platform by the User remains the exclusive property of the User. The Provider shall not:
- Access the User's Audit Data except to provide technical support and only with the User's explicit consent;
- Share, sell, or disclose the User's Audit Data to any third party;
- Use the User's Audit Data to train, fine-tune, or improve AI models without explicit written consent from the User;
- Retain the User's Audit Data after account closure beyond the period required by applicable law.
5.3 No Patient Data. The Platform is designed to work with anonymised or de-identified audit documents. The User agrees not to upload directly identifiable patient data (PII/PHI, patient names, dates of birth, identification numbers) to the Platform. The Provider accepts no liability for any breach arising from the User's failure to comply with this obligation.
5.4 GDPR Compliance. To the extent that the Provider processes personal data on behalf of the User in the course of providing the Platform services, the Provider acts as a Data Processor and the User acts as the Data Controller within the meaning of Regulation (EU) 2016/679 (GDPR). The Provider shall:
- Process personal data only on documented instructions from the User;
- Ensure that persons authorised to process the personal data have committed themselves to confidentiality;
- Implement appropriate technical and organisational measures as required by Article 32 GDPR;
- Assist the User in responding to requests from data subjects exercising their rights under GDPR;
- Delete or return all personal data to the User upon termination of this Agreement, unless retention is required by Union or Member State law;
- Make available all information necessary to demonstrate compliance with GDPR obligations.
- All data stored on EU-based infrastructure (data residency: European Economic Area)
- Data transmission encrypted via TLS 1.3 (HTTPS)
- Data at rest encrypted using AES-256
- Role-based access controls; Platform access requires authenticated login
- Full audit trail of all Platform actions (21 CFR Part 11 principle)
- Regular security assessments and vulnerability management
- No data sharing with third-party AI providers without explicit User consent
- Sub-processors disclosed in the Provider's Privacy Notice at theqarp.com/privacy
5.5 Sub-Processors. The Provider uses third-party sub-processors to deliver the Platform (including cloud infrastructure, AI model APIs, and communication tools). A current list of sub-processors is maintained at theqarp.com/subprocessors. The Provider shall notify the User of any new sub-processor at least 14 days before onboarding, giving the User the opportunity to object on reasonable grounds.
5.6 Regulatory Confidentiality. The Provider acknowledges that audit activities in clinical research and pharmaceutical sectors are subject to strict confidentiality requirements under applicable GxP regulations. The Provider shall maintain organisational measures ensuring that any support staff who may access the Platform for technical purposes are bound by equivalent confidentiality obligations.
5.7 Survival. The confidentiality obligations in this Section 5 shall survive the termination or expiry of this Agreement for a period of five (5) years, and indefinitely with respect to trade secrets.
User Obligations & Acceptable Use
6.1 Professional Use. The Platform is designed exclusively for professional use by qualified individuals in clinical research, pharmaceutical, medical device, or related regulated industries. The User represents that they have the professional qualifications and regulatory knowledge necessary to interpret and apply the Platform's outputs responsibly.
6.2 Not a Substitute for Professional Judgement. The User acknowledges that the Platform's AI-generated outputs (audit findings, CAPA recommendations, regulatory references, report drafts) are assistive tools and are not a substitute for the User's own professional judgement. The User remains solely responsible for all audit conclusions, findings, reports, and regulatory submissions made on the basis of Platform outputs.
6.3 Account Security. The User shall:
- Keep login credentials confidential and not share access with unauthorised individuals;
- Notify the Provider immediately of any suspected unauthorised access;
- Not attempt to reverse-engineer, decompile, or extract the Provider's AI models, knowledge bases, or proprietary regulatory content.
6.4 Named User Management (Corporate). The Client is responsible for ensuring that all Named Users comply with this Agreement and the Provider's acceptable use policies. The Client shall promptly notify the Provider if a Named User leaves the organisation or should no longer have access, and shall ensure access is revoked within five (5) business days.
6.5 Prohibited Use. The User shall not use the Platform to:
- Upload or process data in violation of applicable data protection laws;
- Circumvent or undermine the integrity of regulated audit or inspection processes;
- Compete with or systematically copy the Provider's proprietary regulatory content;
- Engage in any activity that violates applicable laws or regulations in the User's jurisdiction.
6.6 Feedback. As a Founding User, the User is encouraged to provide feedback on Platform features, usability, and regulatory accuracy. The Provider may use such feedback (in anonymised, non-attributable form) to improve the Platform. The User retains no intellectual property rights over Platform improvements developed by the Provider.
Intellectual Property
7.1 Provider's IP. All intellectual property rights in the Platform, including the software, AI models, regulatory knowledge bases, proprietary checklists, user interface designs, and documentation, are and shall remain the exclusive property of THE QARP ACADEMY S.L. This Agreement grants the User a right of access and use only; no ownership interest in the Platform is transferred.
7.2 User's IP. All intellectual property rights in the User's Audit Data, uploaded documents, proprietary SOPs, templates, and checklists remain the exclusive property of the User. The User grants the Provider a limited, non-exclusive licence to process such materials solely to the extent necessary to provide the Platform services to the User.
7.3 Output Ownership. Reports, findings, and documents generated within the Platform using the User's own input data are considered the User's work product. The User may freely use, distribute, and publish such outputs subject to any obligations under applicable GxP regulations and professional standards.
Warranties, Disclaimers & Liability
8.1 Provider's Warranty. The Provider warrants that:
- It has full authority to enter into this Agreement and to grant the access rights described herein;
- The Platform will be provided with reasonable skill and care;
- It will maintain reasonable security measures to protect the User's data;
- The regulatory knowledge bases within the Platform are maintained and updated to reflect current versions of applicable GxP guidelines.
8.2 Disclaimer. THE PLATFORM IS PROVIDED AS AN ASSISTIVE TOOL FOR PROFESSIONAL AUDITORS. THE PROVIDER DOES NOT WARRANT THAT THE PLATFORM IS ERROR-FREE, UNINTERRUPTED, OR SUITABLE FOR ANY PARTICULAR REGULATORY PURPOSE. THE USER REMAINS SOLELY RESPONSIBLE FOR ALL REGULATORY AND PROFESSIONAL DECISIONS MADE USING PLATFORM OUTPUTS.
8.3 Limitation of Liability. To the maximum extent permitted by applicable law, the Provider's aggregate liability to the User under this Agreement shall not exceed the Founding User Fee paid by the User. The Provider shall not be liable for any indirect, consequential, or special losses, including but not limited to regulatory sanctions, audit failures, or business loss, arising from the User's reliance on Platform outputs.
8.4 Force Majeure. Neither party shall be liable for delays or failures in performance resulting from causes beyond their reasonable control, including but not limited to natural disasters, governmental actions, cyberattacks, or failure of third-party infrastructure providers.
Refund Policy & Termination
9.1 30-Day Satisfaction Guarantee. If, within thirty (30) calendar days of the User's first access to the Platform, the User is not satisfied with the Platform's functionality and this cannot reasonably be remedied by the Provider, the User may request a full refund of the Founding User Fee by writing to maxim.bunimovich@theqarp.com. Refunds will be processed within fourteen (14) business days.
9.2 Conditions. The refund right in clause 9.1 does not apply if the User has exported or used Platform-generated reports in professional or regulatory submissions. After the 30-day period, the Founding User Fee is non-refundable.
9.3 Termination by User. The User may terminate this Agreement at any time by written notice to the Provider. Termination does not entitle the User to a refund after the 30-day satisfaction period has expired. Upon termination, the User's access to the Platform shall be revoked and the Provider shall delete or return the User's data in accordance with Section 5.
9.4 Termination by Provider. The Provider may terminate this Agreement immediately upon written notice if the User materially breaches Sections 5, 6, or 7 of this Agreement and fails to remedy the breach within 14 days of notice. In the event of termination by the Provider for its own convenience (not due to User breach), the Provider shall refund the full Founding User Fee.
9.5 Platform Discontinuation. In the unlikely event that the Provider permanently discontinues the Platform, the Provider shall give the User a minimum of ninety (90) days' written notice and shall refund a pro-rata portion of the Founding User Fee calculated on the basis of a deemed ten-year access period.
Governing Law & Dispute Resolution
10.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Spain, without regard to its conflict of law provisions.
10.2 Jurisdiction. Any disputes arising from or in connection with this Agreement that cannot be resolved amicably shall be subject to the exclusive jurisdiction of the courts of Barcelona, Spain.
10.3 Amicable Resolution. Before initiating any legal proceedings, the parties agree to attempt to resolve any dispute in good faith through direct negotiation for a period of at least thirty (30) calendar days from the date on which one party notifies the other of the dispute in writing.
10.4 Language. This Agreement is executed in English. In case of any inconsistency between an English version and any translation, the English version shall prevail.
General Provisions
11.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior communications, negotiations, and understandings.
11.2 Amendments. The Provider may update these terms with thirty (30) days' notice to existing Founding Users. Updates that materially reduce the User's rights or increase their obligations shall require the User's express written consent.
11.3 Assignment. The User may not assign their rights under this Agreement without prior written consent. The Provider may assign this Agreement in connection with a merger, acquisition, or transfer of substantially all of its business assets, provided that the acquiring entity assumes all obligations under this Agreement.
11.4 Severability. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
11.5 Notices. All notices under this Agreement shall be in writing and delivered by email to the addresses specified in Section 1. Notices shall be deemed received on the next business day after sending.
11.6 Waiver. The failure of either party to enforce any right or provision of this Agreement shall not constitute a waiver of that right or provision.
Agreement & Signatures
This Agreement is activated automatically upon the Provider's confirmed receipt of the applicable Founding User Fee. Electronic payment (Stripe) constitutes the User's electronic signature and acceptance of all terms. For bank transfer, the act of initiating the transfer with the reference "FOUNDING-USER-[NAME]" constitutes acceptance.
For Users who require a countersigned paper or electronic copy of this Agreement, please contact maxim.bunimovich@theqarp.com. The Provider will countersign and return a copy within five (5) business days.
By proceeding with payment, the User confirms they have read and agreed to this Founding User Agreement in its entirety. A confirmation email with a link to this Agreement will be sent to the User's registered email address upon successful payment.