These Terms of Service are a contract between you and Mothernode, LLC (“Mothernode”), a company with its principle place of business at 8445 Freeport Parkway, Suite 100. Irving, TX USA (“Mothernode”). Mothernode owns and operates www.mothernode.com (“Site”) and the SaaS ERP and CRM applications, services and storage services therein (collectively the “Software”). Mothernode makes its products and services available to the end user, either individuals or companies (collectively known as the “Customer”). By using the Mothernode Site and any services accessible from the Mothernode Site, you are agreeing to be bound by the following terms and conditions (“Terms of Service”).
If you do not agree to these Terms of Service or any part thereof, your only remedy is to not use the Mothernode Site or the Service. VIOLATION OF ANY OF THE TERMS BELOW WILL RESULT IN THE TERMINATION OF YOUR RIGHT TO USE THE MOTHERNODE SITE, AND ANY ACCOUNT THAT YOU MAY HAVE CREATED AS PART OF THE SERVICE. YOU AGREE TO USE THE MOTHERNODE SITE AT YOUR OWN RISK.
ACCEPTANCE OF TERMS
Mothernode utilizes, relies upon and trusts an unrelated third party to provide hosting for this Site as well as reliable data protection services such as, but not limited to, backups, data redundancy, hardware and software upgrades, and server patching, and general maintenance. MOTHERNODE IS NOT RESPONSIBLE FOR ANY LOSS OF DATA OR BUSINESS OR ANY DAMAGES INCURRED BY CUSTOMERS, THEIR CUSTOMERS OR VENDORS BECAUSE OF FAULTY SERVICE BY THE HOSTING COMPANY OR INTERRUPTIONS OF SERVICE.
INTELLECTUAL PROPERTY; TRADEMARK INFORMATION
The trademarks, logos and service marks ("Marks") displayed on this Site are the property of Mothernode or other third parties. You are not permitted to use the Marks without the prior written consent of Mothernode or such third party that may own the Marks. Mothernode and the Mothernode logo are trademarks of Mothernode, LLC. Mothernode is not responsible for any trademark violations caused by any of its Customers.
For a current list of Mothernode’s Marks, as well as certain third-party Marks, please write to Mothernode, LLC. c/o Trademarks and Patents 8445 Freeport Parkway, Suite 100, Irving, TX 75063.
USE OF SITE AND SERVICES
You shall pay all costs and charges, including phone charges and telecommunications equipment costs, that you incur in order to access or use the Site, Services and Materials. You must adhere to all limitations on dissemination, usage and reproduction of any Materials that you download from the Site that are subject to such limitations.
In connection with use of the Site and Software, each Customer agrees:
You agree to use the Services only to access, download, utilize, post, send or receive Materials in an appropriate manner as related to the particular Materials or Services being accessed or used by you. As some examples of improper activities when accessing or using the Site, Services or Materials, you agree that you shall not:
Mothernode may be required to access the Materials and Services for the purpose of providing support to its customers and their customers and vendors or for any purpose required or permitted by the Service Agreement. Mothernode may at any time without notice and in its sole discretion: (a) terminate a Service, access to or use of any Materials or an area of the Site where Materials are posted or submitted; and (b) disclose any information related to your use of a Service or Material, or the substance of any of your posted or submitted Materials, as Mothernode deems necessary to comply with applicable law, regulation, legal process or governmental request. You agree to use extra care when disclosing any personally identifiable information about yourself or your children in any Services or when you post or otherwise submit any Materials.
If you are required to establish an account in connection with a particular Service or Material, you must complete the designated registration process for such Service or Material. All required registration information that you provide must be current, complete and accurate and kept up to date on a prompt, timely basis. If required, you must also choose a user name and password for such account. It is your sole responsibility to keep your account number, user name, password and other sensitive information confidential. If you become aware of any unauthorized use of your account or any other breach of security, you shall notify Mothernode immediately. If any Services or Materials provide password-restricted access to your sensitive information (including customer lists and contractual terms), then by accessing or using this Site and setting up a password-restricted account for such Services or Materials, you consent to Mothernode’s display of such information via such Services or Materials and accept all risks of unauthorized access to such information.
USE OF SOFTWARE
Any Software that is downloaded from or made available via the Site for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.
Mothernode may, from time to time, take screen captures of its Site for training and promotional purposes, including the preparation of marketing materials, that may display certain elements of your information. Use of the Mothernode Materials or User Content for any other purpose is expressly prohibited and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
The rights specified above to view, download and print the Mothernode Materials and User Content available on this Site are not applicable to the design, layout or look and feel of this Site. Such elements of the Site are protected by law, including trade dress, trademark, unfair competition and other laws, and may not be copied or imitated in whole or in part. No Mark, graphic, sound or image from the Site may be copied or retransmitted unless expressly permitted by Mothernode. In addition, various sections of the Site may showcase the work of creative professionals. Such Materials (whether Mothernode Materials or User Content) belong to their creators, may be protected by Intellectual Property Rights and are for display purposes only. Accordingly, you may not download or print these works unless there is a notice associated with the work expressly permitting such uses.
Mothernode offers multiple products and services with different payment terms. Mothernode ERP and any other products and services may be subject to a Service Agreement that adheres to separate payment terms. All self-registering services available on the Site, such as, but not limited to Mothernode CRM are subject to the following payment terms.
A valid credit card is required for paying all month-to-month accounts. Trial accounts which provide a limited time access to the Service are required to provide a credit card number. Mothernode will not charge your credit card during your trial period. The Mothernode Site is billed in advance on a monthly basis in accordance with our pricing schedule and all payments are non-refundable. There will be no refunds or credits for partial months of Service, upgrade/downgrade refunds, or refunds for months unused with an open account. In order to treat everyone equally, no exceptions will be made.
You will be billed for your first month immediately upon signing up for a paying account. After signing up for a paying account and you donŐt cancel that account within 15 days, you will be billed monthly starting on the 15th day after your account was initially created. An upgrade from the free account to any paying account will end your free trial. You will be billed for your first month immediately upon upgrading. For any upgrade or downgrade in plan level, your credit card that you provided will automatically be charged monthly the new rate.
Mothernode may offer special promotions, coupons and pricing discounts from time to time and is not required to apply these discounts and special pricing to existing accounts by crediting previous payments or discounting future subscriptions.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes. You agree to pay for any such taxes that might be applicable to your use of the Service and payments made by you herein.
DOWNGRADING YOUR MOTHERNODE ACCOUNT MAY CAUSE THE LOSS OF CONTENT, FEATURES, OR CAPACITY OF YOUR ACCOUNT. MOTHERNODE DOES NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.
RESTRICTION AND TERMINATION OF USE
Mothernode may block, restrict, disable, suspend or terminate a Customer’s access to all or part of the Site, Services and Materials at any time in Mothernode’s sole discretion, without prior notice or liability to the Customer if the Customer is in breach of or has failed to renew its Service Agreement with Mothernode (if applicable). Mothernode and its Customers may block, restrict, disable, suspend or terminate a customer or third-party access to all or part of the Site, Services and Materials at any time in the sole discretion of Mothernode or its Customers, without prior notice or liability to the third-party.
LINKS TO THIRD PARTY SITES
The Site, Services or Materials may include links that will take you to other sites outside of the Site ("Linked Sites"). The Linked Sites are provided by Mothernode to you as a convenience and the inclusion of the links do not imply any endorsement by Mothernode of any Linked Site. Mothernode has no control of the Linked Sites and you therefore acknowledge and agree that Mothernode is not responsible for the contents of any Linked Site, any link contained in a Linked Site or any changes or updates to a Linked Site. You further acknowledge and agree that Mothernode is not responsible for any form of transmission (e.g. webcasting) received from any Linked Site.
WARRANTIES AND DISCLAIMERS
THIS SITE, SERVICES AND MATERIALS MAY INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES, OR TYPOGRAPHICAL ERRORS. MOTHERNODE MAY MAKE CHANGES TO THE SITE, MATERIALS AND SERVICES, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY SOFTWARE OR PRODUCTS LISTED, AT ANY TIME IN ITS SOLE DISCRETION AND WITHOUT NOTICE. THE SITE, MATERIALS AND SERVICES MAY BE OUT OF DATE, AND MOTHERNODE MAKES NO COMMITMENT TO UPDATE THE SITE, MATERIALS AND SERVICES.
YOU ACKNOWLEDGE AND AGREE THAT: (i) MOTHERNODE DOES NOT CONTROL, ENDORSE, OR ACCEPT RESPONSIBILITY FOR ANY MATERIALS OR SERVICES OFFERED BY THIRD PARTIES, INCLUDING THIRD-PARTY VENDORS AND THIRD PARTIES ACCESSIBLE THROUGH LINKED SITES; (ii) MOTHERNODE MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER ABOUT ANY SUCH THIRD PARTIES, THEIR MATERIALS OR SERVICES; (iii) ANY DEALINGS YOU MAY HAVE WITH SUCH THIRD PARTIES ARE AT YOUR OWN RISK; AND (iv) MOTHERNODE SHALL NOT BE LIABLE OR RESPONSIBLE FOR ANY MATERIALS OR SERVICES OFFERED BY THIRD PARTIES.
MOTHERNODE DOES NOT CONTROL OR ENDORSE THE MATERIALS FOUND IN ANY SERVICES AND SPECIFICALLY DISCLAIMS ANY LIABILITY WITH REGARD TO THE SITE, SERVICES AND ANY ACTIONS RESULTING FROM YOUR USE OF THE SITE AND MATERIALS AND PARTICIPATION IN ANY SERVICES. MANAGERS, HOSTS, PARTICIPANTS AND OTHER THIRD PARTIES ARE NOT AUTHORIZED MOTHERNODE SPOKESPERSONS, AND THEIR VIEWS DO NOT NECESSARILY REFLECT THOSE OF MOTHERNODE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MOTHERNODE WILL HAVE NO LIABILITY RELATED TO USER MATERIALS ARISING UNDER INTELLECTUAL PROPERTY RIGHTS, LIBEL, PRIVACY, PUBLICITY, OBSCENITY OR OTHER LAWS. MOTHERNODE ALSO DISCLAIMS ALL LIABILITY WITH RESPECT TO THE MISUSE, LOSS, MODIFICATION OR UNAVAILABILITY OF ANY USER MATERIALS.
SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT PERMISSIBLE, ANY IMPLIED WARRANTIES ARE LIMITED TO NINETY (90) DAYS.
LIMITATION OF LIABILITY
IN NO EVENT SHALL MOTHERNODE, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUCCESSORS OR ASSIGNS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR LOSSES OF ANY KIND, OR ANY DAMAGES OR LOSSES WHATSOEVER, INCLUDING THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT FORESEEABLE OR IF MOTHERNODE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, AND ON ANY THEORY OF LIABILITY, INCLUDING BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE OR OTHER TORTIOUS ACTION, OR ANY OTHER CLAIM ARISING OUT OF OR IN CONNECTION WITH: (1) THE ACCESS OR USE OF OR THE INABILITY TO ACCESS OR USE THE SITE, SERVICES, OR MATERIALS; (2) THE STATEMENTS OR ACTIONS OF ANY THIRD PARTY ON OR VIA THE SITE, SERVICES OR MATERIALS; (3) ANY DEALINGS WITH VENDORS OR OTHER THIRD PARTIES; (4) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, USER MATERIALS OR OTHER DATA; (5) ANY INFORMATION THAT IS SENT OR RECEIVED OR NOT SENT OR RECEIVED; (6) ANY FAILURE TO STORE OR LOSS OF DATA, FILES, MATERIALS OR OTHER CONTENT; (7) ANY SERVICES AVAILABLE THAT ARE DELAYED OR INTERRUPTED; (8) ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE; OR (9) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE ANY LINKED SITE. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES. SPECIFICALLY, AND WITHOUT IN ANY WAY LIMITING THE FOREGOING, MOTHERNODE IS NOT RESPONSIBLE FOR ANY CLAIM, LOSS, DAMAGE, COST OR EXPENSE RESULTING FROM:
SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE LIMITATIONS AND EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.
This Site can be accessed from countries around the world and may contain references to Mothernode products, services and programs that are not available in your country. These references do not imply that Mothernode intends to announce such products, services or programs in your country. The Site is controlled, operated and administered by Mothernode from its offices within the United States of America and Canada. Mothernode makes no representation that the Site, the Services or Materials are appropriate or available for use at other locations outside the United States and Canada, and access to the Site from territories where the Site, the Services or Materials are illegal is prohibited. If you access the Site from a location outside the United States or Canada, you are responsible for compliance with all local laws. See the section on export control laws below for further information.
PERSONAL INFORMATION AND PRIVACY
SPAM E-MAIL AND POSTINGS
EXPORT CONTROL LAWS; NOTICE TO U.S. GOVERNMENT USERS
The export and re-export of Mothernode Software are controlled by the United States Export Administration Regulations, and such Software may not be exported or re-exported to Cuba, Iran, Libya, North Korea, Sudan, Syria, or any country to which the United States embargoes goods. In addition, the Software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
By downloading or using this Software, you are certifying that you are not a national of Cuba, Iran, Libya, North Korea, Sudan, Syria or any country to which the United States embargoes goods, and that you are not a person on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
IT IS EXPRESSLY PROVIDED THAT YOUR OBLIGATIONS TO DEFEND, PROTECT, INDEMNIFY AND HOLD MOTHERNODE HARMLESS INCLUDES ALL SUCH CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, SUITS AND JUDGMENTS ARISING OUT OF OR RESULTING FROM THE SOLE OR CONCURRENT NEGLIGENCE OF MOTHERNODE OF ANY TYPE OR DEGREE, WHETHER ORDINARY, GROSS OR OTHERWISE, STRICT LIABILITY, OR FAULT OF ANY NATURE OTHER THAN WILLFUL MISCONDUCT OF MOTHERNODE.
GOVERNING LAW AND JURISDICTION
THIS SITE (EXCLUDING LINKED SITES) IS CONTROLLED BY MOTHERNODE FROM ITS OFFICES WITHIN THE STATE OF TEXAS, UNITED STATES OF AMERICA. BY ACCESSING THIS SITE, YOU AGREE THAT ALL MATTERS RELATING TO YOUR ACCESS TO, OR USE OF, THIS SITE SHALL BE GOVERNED BY THE STATUTES AND LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO THE CONFLICTS OF LAWS PRINCIPLES THEREOF. THE PARTIES SPECIFICALLY DISCLAIM THE U.N. CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. YOU ALSO AGREE AND HEREBY SUBMIT TO THE EXCLUSIVE PERSONAL JURISDICTION AND VENUE OF THE STATE COURTS OF DALLAS COUNTY, TEXAS AND THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF TEXAS, DALLAS DIVISION, WITH RESPECT TO SUCH MATTERS.