MTMPRO TERMS OF USE
Last updated January 27, 2025

1. AGREEMENT TO TERMS

Welcome to MTMPRO (“we,” “us,” or “our”). These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”), and MTMPRO, concerning your access to and use of:

• www.mtmpro.com
• my.mtmpro.com
  and any other media form, media channel, mobile website, or mobile application related or connected thereto (collectively, the “Site”).

By accessing or using the Site, you agree that you have read, understood, and agree to be bound by all of these Terms of Use. IF YOU DO NOT AGREE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND MUST DISCONTINUE USE IMMEDIATELY.

We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time. We will update the “Last Updated” date above to indicate when revisions were made. Your continued use of the Site after such changes are posted constitutes acceptance of the revised Terms. For major changes, we may additionally notify you via email or other prominent means, but we are not obligated to do so.

2. USER REPRESENTATIONS

By using the Site, you represent and warrant that:

1. All registration information you submit is true, accurate, current, and complete.
2. You will maintain the accuracy of such information and promptly update it as necessary.
3. You have the legal capacity and agree to comply with these Terms of Use.
4. You are not under 18 years of age.
5. You will not access the Site through automated or non-human means (e.g., bot, script).
6. You will not use the Site for any illegal or unauthorized purpose.
7. Your use of the Site will not violate any applicable law or regulation.

3. INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site and all content, source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos (“Marks”) are owned or controlled by us or licensed to us. Except as expressly provided in these Terms of Use, no part of the Site or Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, or otherwise exploited without our express prior written permission.

Provided you are eligible to use the Site, you are granted a limited license to access and use the Site for your internal business purposes. All rights not expressly granted to you are reserved by us.

4. USER ACCOUNTS

You may be required to register with the Site. You agree to:

• Keep your account password confidential.
• Be responsible for all use of your account and password.
• Notify us immediately of any unauthorized access or suspected breach of security.

We reserve the right to remove, reclaim, or change a username you select if we determine that it is inappropriate, obscene, or otherwise objectionable.

5. FEES AND PAYMENT

5.1 Subscription Structure

We offer various subscription plans and add-ons (“Services”), including but not limited to:

• 30-Day Trial at $99 (non-refundable).
• Fixed Monthly Plans (e.g., Business, Professional), with fees varying by number of users.
• Add-On Fees (e.g., fabric purchase orders, point of sale fees).
• Enterprise Plans, subject to custom pricing and possibly multi-year contracts.

5.2 Payment and Billing

• Billing: Subscriptions are billed monthly on the date your subscription begins, unless otherwise agreed.
• Account Information: You must provide accurate and complete billing information, including valid payment details, and promptly update any changes.
• Taxes: Applicable taxes may be added.

We may correct any pricing errors or mistakes even if payment has already been requested or received.

6. CANCELLATION AND REFUND POLICY

1. Cancellation: You may cancel at any time by emailing [email protected] or contacting your account representative.
2. Refunds:
   • The $99 trial fee is non-refundable.
   • For monthly subscriptions, if you cancel mid-month, we may offer a partial or prorated refund at our sole discretion.
   • We reserve the right, in certain circumstances, to offer a full refund at our sole discretion, but are not obligated to do so.
3. Effect of Cancellation: Your access to the Site and related services will cease upon the effective date of cancellation.

7. PROHIBITED ACTIVITIES

You may not access or use the Site for any purpose other than that for which we make it available. The Site is primarily a B2B platform and is intended only for lawful use in accordance with these Terms. Specifically, you agree NOT to:

• Violate any applicable laws or regulations.
• Upload or transmit viruses or other harmful material.
• Circumvent or disable any security-related features of the Site.
• Engage in unauthorized framing or linking to the Site.
• Use any automated system (e.g., data mining, robots) to access the Site.
• Impersonate another user or person.
• Harvest or collect usernames, email addresses, or other personal data for unauthorized purposes.
• Upload content that infringes any third-party intellectual property rights.
• Use the Site in a manner inconsistent with these Terms.

Because this is a private B2B tool, user-uploaded content (e.g., orders, measurements, or other data) is only accessible by the account owner or authorized personnel. If you believe any content is in breach of these Terms or is illegal, contact [email protected] and we will investigate.

8. USER-GENERATED CONTENT & DATA CONTROLLER DISCLAIMER

1. B2B Data Model: If you are a retailer, manufacturer, or other business entity (“Client”) entering information (e.g., customer measurements, order history, personal details) into our system, you act as the “data controller” for that information, determining the purpose and means of processing. We act as your “data processor,” providing software functionality and storage.
2. End Customers: If you are an end customer of a retailer/manufacturer using our system, your personal data is controlled by that business. Any requests regarding access, deletion, or correction of your data should be directed to that business.

9. PRIVACY POLICY & GDPR/CCPA COMPLIANCE

We care about data privacy and security. [Link/URL to your Privacy Policy] describes how we collect, use, and share your personal information. By using the Site, you consent to all actions taken by us with respect to your information in compliance with our Privacy Policy.

• Data Transfer: Our servers are located in the United States. If you access the Site from outside the U.S., you acknowledge that your data will be transferred to and processed in the U.S., which may have different data protection laws than your home country.
• California & EU Users: We strive to comply with applicable privacy laws, including the CCPA/CPRA and GDPR. Please review our Privacy Policy for more details on how to exercise your rights (e.g., access or deletion). For end customers whose data is entered by a retailer or manufacturer, please contact that business directly with any data subject requests.

10. LOGGING SOFTWARE & CDN

1. Logging: We may collect and store logs of user activities (e.g., IP addresses, timestamps, actions taken) for diagnostic, security, and internal analytics.
2. CDN: We may use a Content Delivery Network (e.g., Cloudflare) to improve performance and security. This may involve caching certain images or files. By using the Site, you acknowledge that some of your data (e.g., images you upload) may pass through or be stored briefly on CDN servers.

11. SITE MANAGEMENT & ENFORCEMENT

We reserve the right (but not the obligation) to:

• Monitor the Site for violations of these Terms.
• Investigate and take action (warn, suspend, or terminate accounts) if a user engages in prohibited activities or otherwise violates these Terms.
• Remove or disable any content we deem violates these Terms or is unlawful, without prior notice.
• Block access to the Site from any IP addresses or geographic regions, at our discretion.

If you believe another user is violating these Terms, please contact [email protected]. We typically review such reports within 24 hours, and if we find a breach, we may remove the content or take other appropriate actions.

12. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. We also reserve the right to modify or discontinue all or part of the Site without notice at any time. We are not liable for any downtime or unavailability of the Site.

13. DISCLAIMERS

13.1 “AS-IS” and “AS-AVAILABLE”

The Site is provided on an “AS IS” and “AS AVAILABLE” basis. You agree that your use of the Site and our services is at your sole risk. To the fullest extent permitted by law, we disclaim all warranties, express or implied, in connection with the Site and your use thereof.

13.2 No Guarantee of Results

We make no warranties or representations regarding the accuracy or completeness of the Site’s content or that the Site will meet your requirements or be available uninterrupted or error-free.

14. LIMITATIONS OF LIABILITY

To the maximum extent permitted by law, in no event will we or our directors, employees, or agents be liable to you for any indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, or loss of data. Notwithstanding anything to the contrary, our liability to you for any cause whatsoever, and regardless of the form of action, shall at all times be limited to $500.00 USD.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In those jurisdictions, our liability is limited to the fullest extent permitted by law.

15. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our officers, agents, partners, and employees, from and against any claim or demand, including reasonable attorneys’ fees, arising out of:

• Your use of the Site.
• Your breach of these Terms.
• Your violation of the rights of a third party (e.g., intellectual property rights).
• Any overt harmful act toward any user of the Site.

We reserve the right to assume exclusive defense and control of any matter otherwise subject to indemnification by you, at your expense.

16. DISPUTE RESOLUTION

16.1 Binding Arbitration

If the parties cannot resolve any dispute informally, the dispute shall be submitted to final and binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). The arbitration shall take place in Wilmington, DE, and each party shall bear its own costs unless otherwise required by the AAA rules.

16.2 Class Action Waiver

Any arbitration under these Terms will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. The parties agree to waive any right to a jury trial.

16.3 Exceptions

We each retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement or other misuse of intellectual property rights.

17. GOVERNING LAW

These Terms and your use of the Site are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

18. MISCELLANEOUS

1. Entire Agreement. These Terms, together with our Privacy Policy and any other legal notices posted by us, constitute the entire agreement between you and us.
2. Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.
3. No Waiver. Our failure to exercise or enforce any right or provision shall not operate as a waiver of such right or provision.
4. Assignment. We may assign any or all of our rights and obligations to others at any time.
5. Headings. Headings are for convenience only and shall not affect the interpretation of these Terms.

19. CONTACT US

If you have any questions, concerns, or complaints regarding these Terms of Use or the Site, you may contact us at:

MTMPRO
Attn: Legal/Terms Inquiry
Email: [email protected]