Terms of Service
These Terms of Service (the "Agreement") constitute a legally binding contract between you, as an individual user of the website, and Close, Inc., the owner of the website. It is important that you carefully read and understand the terms and conditions of this Agreement. Throughout this Agreement, we will refer to you as "you," and we will refer to Close, Inc. as "we," "us," "Node," or "Close" and we will refer to www.node.io as the "Website."
This Agreement governs your use of the Website, the Google Chrome extension, any mobile applications and any other Internet services under our control and used to provide our services to you (collectively the "Service"). BY ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE, YOU MAY NOT USE THE SERVICE.
As provided in greater detail throughout this Agreement (and without limiting the express language of this Agreement), the following are the general principles upon which this Agreement is based:
- The Service is made available for license only, rather than for sale, and you may only use the Service as set forth in this Agreement;
- The use of the Service may be subject to separate third party terms of service agreements and fees, and it is your own responsibility to review and understand such other agreements and any possible fees;
- The Service is provided "as is" without warranties of any kind and our liability to you is extremely limited; and
- All disputes arising out of or relating to this Agreement, if not resolved between us, shall be resolved through binding arbitration.
The Service is a platform that enables its Members (as defined below) to connect, interact, research, and explore potential business relationships.
Third Party Fees, Terms of Service and Privacy Policies.
You may accrue fee payment obligations from third parties through your use of the Service. In addition, you may be subject to the terms of service and privacy policies of third parties through your use of the Service. You solely are responsible for all such fees, and you agree to pay all such fees in a timely manner. You shall agree to all such terms of service and privacy policies or refrain from using such third party services.
Changes to the Agreement.
We may revise this Agreement at any time to take into account changes in the law or for any other reason we see fit. If we update this Agreement, we will replace this version of the Agreement with the new version. By using the Service after the updated Agreement has been posted, you are agreeing to the updated Agreement.
No part of the Service is directed to persons under the age of 13 and we do not want such individuals to use the Service. IF YOU ARE UNDER 13 YEARS OF AGE, PLEASE DO NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER. If you are under 18 years of age, you represent and warrant that you have obtained the consent of your parent or guardian to access and use the Service.
Scope of License to Users.
License Grant to You.
The Service is made available to you for license only, rather than for sale, and is to be used only under the terms of this Agreement. Subject to and contingent on your complete and ongoing compliance with the terms and conditions of this Agreement, we hereby grant you a personal, limited, revocable and non-transferable license to access and use the Service solely for your own use or for the use of the Subscribing Entity on whose behalf you are authorized to act.
You may not rent, lease, lend, sell, redistribute or sublicense your license to use the Service. You may not copy, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any portion of the Service, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law), nor may you attempt to disable or circumvent any security or other technological measure designed to protect the Service or any content available through the Service. If you breach any of these license restrictions, or otherwise exceed the scope of the license granted herein, then you may be subject to criminal prosecution, as well as liability for infringement of intellectual property rights and civil damages, and denial of access to the Service.
Applicability to Updates.
The terms of this Agreement will govern any updates we provide to you that replace and/or supplement the Service, unless such update is accompanied by a separate license or revised Agreement, in which case the terms of that license or revised Agreement will govern.
Registration and Eligibility.
Anyone may browse the Service (each a "User"). However, in order to interact with Members or use most of the features of the Service, you must register to become a member of the Service (each a "Member").
Your account is personal to you. You shall not share your account information with, or allow access to your account by, any third party. You solely shall be responsible for maintaining the confidentiality of your password. You will be responsible for all activity that occurs under your access credentials. You agree to use reasonable efforts to prevent unauthorized access to, or use of, the Service, and to preserve the confidentiality of your username and password. If you have any reason to believe that your account information has been compromised, or that your account has been accessed by a third party, you agree to immediately notify us via e-mail at firstname.lastname@example.org. You will be held responsible for the losses incurred by Node and others due to any unauthorized use of your account.
Your Content; License Grants to Node; Representations and Warranties.
Members may create, post, and/or share content on or through the Service, including but not limited to biographical information, text, images, and videos ("Your Content"). We claim no rights of ownership or control over Your Content. You or any third-party licensor, as appropriate, retain all right, title and interest, including any copyright, patent, trademark and any other intellectual property rights, to all of Your Content. You are solely responsible for protecting such rights and we expressly disclaim any and all liability associated with any and all disputes as to such rights between you, us and/or any third party.
License Grants to Node.
By creating, posting, and/or sharing Your Content on or through the Service, you grant Node a worldwide, nonexclusive, sublicensable, royalty-free, and freely-transferable license to use, modify, remove, publish, transmit, display or take any other action in regards to Your Content in order to (i) facilitate interactions between Members, (ii) advertise and promote the Service, and/or (iii) further our business purposes, as those may be defined from time to time.
Representations and Warranties.
Regarding your use of the Service, including the creating, posting and/or sharing of Your Content, you represent and warrant that: (i) you either own all right, title and interest, including all intellectual property rights, to Your Content or otherwise have all the necessary rights, titles and interests to allow you to grant the license set forth in Section 5.2 of this Agreement; (ii) you are not and will not violate, infringe upon, or misappropriate any trade secret rights, privacy rights, publicity rights, contract rights, intellectual property rights, or any other rights whatsoever of any individual or entity; (iii) you do and will comply with all applicable laws, rules, and regulations (including without limitation all relevant data protection and privacy laws); (iv) you will not require Node to pay any fees, royalties, licenses, levies, tariffs and/or any other payments in order for Node to exercise its rights granted under Section 5.2 of this Agreement, whether such payments would be to you or any other third party; (vi) none of Your Content will be unlawful, libelous, defamatory, pornographic or obscene; (vii) in the event that Node is contacted regarding an alleged violation of any individual’s or entity’s rights in connection with Your Content and/or use of the Service, you agree to hold Node harmless and take full responsibility for any defenses that may be required or damages that may result from such alleged violation of that individual’s or entity’s rights; (viii) you agree to pay for all royalties, fees, and any other monies owing any person by reason of Your Content; and (ix) you acknowledge and agree that Your Content is non-confidential and non-proprietary.
The fees (the "Fees") to be charged to Members for use of the Service will be set forth on the Service. The Fees may vary based on the type of membership chosen by the user.
Any payments made to Node through the Service are currently processed by various third-party payment processors. These third-party payment processors accept payments made through various credit cards, as detailed on the applicable payment screen. All monetary transactions on the Service take place in U.S. Dollars. Under no circumstances shall Node be liable for any acts or omissions of such third-party payment processors, including but not limited to errors in amounts or items charged or other similar errors.
We offer Members a service that allows them to message one another. You shall not engage in sending unsolicited marketing messages or broadcasts (i.e. spam) through such messaging service. Node expressly retains the right to block from the Service, by any means available, those who so engage in spamming and/or abuse of the messaging service, as determined by Node in its sole discretion. If you receive spam that you believe originated from the Service, please email us immediately at email@example.com.