Terms and Conditions

1. IMPORTANT CLAUSES. Nodes, UAB, a company established in Lithuania, legal entity code 302528298, registered address Antakalnio g. 17, LT-10312 Vilnius, Lithuania ("Company”) has developed an application SpectroTime (“Application”) for individuals, freelancers and employees productivity analysis purposes.

In order to explain how you should use this Application we have drafted these Terms and Conditions (“T&C”). These T&C govern your use of the Application, including, without limitation, the use of all content such as text, information, images, and audio, and the suite of services, integrated tools, programs, software, helpers and other related items that form part of the Application. Please read them carefully before using our Application, because these T&C describe your rights and obligations in relation to the Application and constitute a legally binding agreement between you and Company.

Clicking the 'I Agree' button constitutes your acceptance of the Application T&C. If you disagree with any of the Application’s T&C and/ or our privacy policy (added as a separate document), please stop using the Application and delete it from your device.

2. LICENSE. Subject to these T&C, Company provides you with a limited, non-exclusive, non-transferable license to install access and use the Application solely for your professional use. You may not rent, lease, sell, sublicense, assign, disassemble, modify, lend, distribute, export or transfer or permit others to use the Application, technology or other information, including any printed materials thereof, derivatives or otherwise modify it. This license will terminate automatically if you do not comply with these T&C. You may not use, download or export the Application in violation of any applicable laws or regulations. You agree that you will not export or re-export the Application in any way, in violation of the laws of the European Union or any other jurisdiction.

3. ACCESS. In order to use our Application, you will have to register. You may need access to the World Wide Web, either directly or through devices that access web-based content, and that such access may not be available if you do not have an internet connection or where your device is not able to connect to our servers for any other reason. You acknowledge and agree that by using the internet to use the Application, you may incur charges from your wireless carrier, internet service provider or other method of internet access, depending upon your contract or plan with your provider. You acknowledge that payment of any such charges or any service fees associated with such access will be your sole responsibility. In addition, you must provide all equipment necessary to make such a connection to the World Wide Web. You agree that your use of the Application will be in accordance with all requirements of your wireless carrier, internet service provider or other method of internet access.

4. DISCLAIMER AND NOTICE. This Application may contain, use or present information derived from third party sources. The information contained on this Application, including, but not limited to quality tools and other related items, should not be treated as a comprehensive advice. To the maximum extent permitted by applicable law, Company, and its respective licensors, authors, editors, reviewers, contributors and publishers are not responsible for errors or omissions or for any consequences from Application of the information herein and make no warranty, expressed or implied, with respect to the completeness, usefulness, or accuracy of the contents of the Application. Quality related information changes frequently and therefore, information contained in the Application may be outdated, incomplete or incorrect. Applying this information in a particular situation remains the licensee's responsibility. Company does not endorse and is not responsible for the accuracy of the content from non-Company sources, or for practices or standards of non-Company sources. To the maximum extent permitted by applicable law, Company makes no representation regarding the functions of the Application when used with subsequent versions of that operating system, with other operating systems, or with other devices.

5. PROCESSING OF DATA. Subject to the further terms of the Privacy Policy (added as a separate document), by downloading the Application, you acknowledge your awareness that Company or others working for Company may collect, use, retain and process technical data and related information, including but not limited to technical information about your device, system and Application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, support and other services to you (if any) related to the Application. Company or others working for Company may collect and/or use information that identifies you personally if you choose to provide such information to Company or those working for Company (e.g., by using a feedback function within the Application) or otherwise give your permission for such use, or if required by law or legal process.

6. CHANGES, UPDATES AND SUPPORT. To the maximum extent permitted by applicable law, Company: (i) will have no obligation to provide the Application to you or any other user, (ii) may change the form and nature of the Application at any time with or without notice to you, (iii) will have no liability whatsoever to you or any third party for any failure of the Application, (iv) may cease providing this Application at any time with or without notice to you, and (v) will have no obligation to retain any materials you may provide to Company on its servers or return any such materials to you before deleting them from Company's servers. Company may choose to provide updates to this Application from time to time in its sole discretion. To the extent that you choose to download or use any such updates to this Application, you acknowledge that you will be bound by the version of this Agreement which is applicable as of the time you download and use any such update to the Application.

In addition, Company's distribution of the Application via third-party services may require users to download new or updated versions of the Application on a periodic basis. Company does not represent or warrant that any future updates to the Application will be compatible with any hardware or software versions or applications (including any future versions or updates of your phone, tablet, computer or its operating system) or provide the same functionality that is provided by the current version of the Application. Company shall not have any obligation to provide you with any maintenance or support relating to the Application. These T&C may be updated by us at our sole discretion. We may send you notice of such changes to the T&C. You may choose to either accept the changes before they apply or to end your use of the Application.

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Applicable for the EU consumers only:

Company is entitled to take appropriate measures to defend against threats from cyber- attacks or other threats. Such measures can lead to restrictions of the Application. Depending on the severity of the threat and/or the significance of the legal assets under threat, a (temporary) complete or partial blockage of the Application may also be necessary.

Company may provide you with updates, including security updates, at no additional cost, for the purposes of implementing the above measures or restoring the full availability and functionality of the Application or the data connection. The restoration of (complete) availability and functionality of the Application or the data connection may require you to install an update or other cooperation from you (e.g., changing the password).

Company may provide you, at no additional cost, with updates of the Application which contain:

ENHANCEMENTS. The evolution of internet-based services occasionally requires further development of services and their adaptation to new technical possibilities or to changes in your behaviour. To the extent this does not adversely affect the subjective or objective conformity requirements of the Application, Company may provide you with updates that include additional services, functions, links, integrations or redesigned and recompiled services, as well as changes of the name and to the appearance of the Application. Company shall draw inform you about the significant enhancements.

DEBUGGINGS. Company will provide you with updates, including security updates that contain debuggings which keep the Application in conformity with the subjective or objective requirements including legal, regulatory and judicial requirements for the period of time during which the Application is to be supplied to you under these T&C. Company shall inform you about the availability of updates with debuggings and the consequences of the failure to install such updates, as well as provide you with an installation instruction. Company may, depending on the consequences of the failure to install the update, set a reasonable deadline for the installation of the update.

MODIFICATIONS. Company may provide you with updates that contain modifications to the Application beyond what is necessary to maintain conformity of the Application with the subjective or objective requirements. This applies particularly to any (partial) discontinuation of the Application’ functions. If the modification negatively impacts your access to or use of the Application and the impact is not only minor Company shall inform you by e-mail in advance and you shall have a right to terminate these T&C at any time with immediate effect.

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7. LINKS. In the Application, Company may provide, or third parties may provide, links to other World Wide Web sites or resources (each a "Linked Site"). To the maximum extent permitted by applicable law, Company does not endorse and is not responsible for any data, software or other content available from non-Company sites or resources and you acknowledge and agree that Company shall not be liable, directly or indirectly, for any damage or loss relating to your use of or reliance on such data, software or other content. You are required to make your own independent judgment regarding your interaction with any Linked Site and must familiarise yourself with their terms and conditions and privacy policy. As far as the applicable law allows, Company is not liable for any damages or loss that may result from your registration for, and use of, any Linked Site.

8. DISCLAIMER OF WARRANTIES. You understand and agree that the Application, to the maximum extent permitted by applicable law, is provided on an “AS IS” and "AS AVAILABLE" basis. To the maximum extent permitted by applicable law, Company does not make any warranty the Application will meet your requirements or that use of the Application will be uninterrupted, timely, secure or error free; nor does Company make any warranty as to the results that may be obtained from use of the Application or the accuracy or reliability from use of the Application or the accuracy or reliability of any information obtained through the Application (including third party content) or that any defects in the Application will be corrected. To the maximum extent permitted by applicable law, Company and its suppliers hereby disclaim all warranties of any kind, whether express, implied or statutory regarding the Application, including any implied warranty of title, merchantability, fitness for a particular purpose or non-infringement of third party rights. You understand and agree that any material or data obtained through use of the Application is at your own discretion and risk and that you will be solely responsible for any damage to your equipment or computer system or loss of data that results from the download of any such content or material.

9. LIMITATION OF LIABILITY. You understand and agree that Company and its respective licensors, to the maximum extent permitted by applicable law, shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, however caused and on any theory of liability, and even if advised of the possibility of such damage, including, without limitation, damages for personal injury, lost data, lost profits, or business interruption arising from or relating to: (i) your use of the Application or use of the Application you downloaded by anyone else; (ii) the cost of procurement of substitute data, information or software; (iii) unauthorized access to or alteration of your transmission or data; (iv) use of the Application in violation of the T&C; or (v) any other matter relating to the Application or its use. Additionally, to the maximum extent permitted by applicable law, you are solely responsible for any and all decisions regarding use of the Application to input, store and/or transfer personal data.

No provision in these T&C (including, without limitation, the Privacy Policy):

(i) does or purports to limit or exempt us or any other person or entity from any liability (including, without limitation, for any loss directly or indirectly attributable to our gross negligence or wilful default or that of any other person acting for or controlled by us) to the extent that the applicable law does not allow such a limitation or exemption;

(ii) requires you to assume risk or liability for the kind of liability or loss, to the extent that the applicable law does not allow such an assumption of risk or liability; or

(iii) limits or excludes any warranties or obligations which are implied into these T& by the consumer protection acts, the EU General Data Protection Regulation or its equivalent (to the extent they are applicable) or to the extent that the applicable law does not allow them to be limited or excluded.

10. INDEMNIFICATION. To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold Company, its respective officers, employees and suppliers harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or allegedly arising out of your use of the Application or any breach of these Terms and Conditions or violation of any rights of another.

11. TERMINATION. The license is effective until terminated by you or by Company, which may be done at any time. Upon termination you shall cease to use and shall permanently remove or uninstall all copies of the Application in its entirety. Company may terminate your rights under this license immediately if you fail to comply with any term(s) of these T&C.

12. PROPRIETARY RIGHTS. You acknowledge that (a) the Application contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) Company and/or third parties own and retain all right, title and interest in and to the Application and software provided through or in conjunction with the Application, including without limitation all intellectual property rights therein and thereto. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree that you will not, and will not allow any third party to, (i) copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code or algorithms from the Application, unless otherwise permitted, (ii) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Application, (iii) use the Application to access, copy, transfer, transcode or retransmit content in violation of any law or third party rights, or (iv) remove, obscure, or alter Company's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Application. Ownership of all trademarks and the goodwill associated therewith remains with Company or in the case of licensed trademarks, the licensor.

13. PROHIBITED USES OF APPLICATION. You agree not to resell the Application or use of or access to the Application. You agree not to reverse engineer, decompile, disassemble or otherwise attempt to discern the source code of the components of the Application.

14. ASSIGNMENT. You may not assign or transfer your rights under this Agreement without the prior written consent of Company. Company may assign all rights and liabilities under this Agreement to a subsidiary, affiliate or successor to all or a substantial part of its business and assets without your consent, provided that this is not to your detriment. Subject to the foregoing, this Agreement will inure to the benefit of and be binding upon the successors and permitted assigns of the parties. Any assignment contrary to this section shall be null and void.

15. CUSTOMER AGREEMENT. You hereby represent and warrant that you are legally bound by this Agreement when you download, install, and access and/ or use the Application.

16. EXPORT REGULATION. The Application utilizes software and technology that may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application, the software or technology included in the Application or its software, or make the Application, the software or technology included in the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, regulation, or rule. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.

17. GOVERNING LAW AND JURISDICTION. To the maximum extent possible, these T&C are governed by and construed in accordance with the laws of Lithuania without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of Lithuania. Any legal suit, action, or proceeding arising out of or related to these T&C or the rights granted hereunder will be instituted exclusively in the courts of Lithuania and, if permitted by applicable law, each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.

18. FORCE MAJEURE. Company is not liable for delay in the performance of its duties, obligations or responsibilities hereunder due to force majeure. A force majeure impediment is an unforeseen event which occurs after acceptance of orders, and which is beyond Company‘s reasonable control, such as strikes, blockade, war, mobilization, natural disaster, refusal of license by government or other stipulations or restrictions by the authorities, internet service failures, delays or availability issues (including downtime or service outages) or any other similar or dissimilar cause beyond the control of Company. Notwithstanding the foregoing, a force majeure does not extinguish your obligations to pay the applicable fees (if any) hereunder.