Last Updated: January 1, 2025
These Terms of Service (the "Terms") constitute a legally binding agreement between you (the "User," "you," or "your") and 枝江市本娇商贸有限公司, doing business as Grace Root (the "Company," "we," "us," or "our"). By accessing or using any part of the website located at https://www.graceroot.mom (the "Site"), including all subdomains, services, tools, and content provided therein, you agree to be bound by these Terms. If you do not agree to all of these Terms, you must not access or use the Site or any of our services. These Terms apply to all visitors, users, clients, and others who access or use the Site or any services offered by Grace Root.
Grace Root is a design and development studio operated by 枝江市本娇商贸有限公司, registered in Yichang, China. We provide professional web design, graphic design, branding, and related creative services. These Terms govern your use of our website and the purchase or receipt of any services from us. Please read these Terms carefully before using our Site or engaging our services. We reserve the right to update or modify these Terms at any time without prior notice. Your continued use of the Site after any changes constitutes acceptance of the new Terms. It is your responsibility to review these Terms periodically.
By accessing, browsing, or using the Site, you acknowledge that you have read, understood, and agree to be bound by these Terms, as well as any additional terms and conditions that may apply to specific services or features. If you are using the Site on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In such case, "you" and "your" will refer to that entity. If you do not have such authority, or if you do not agree with these Terms, you must not use the Site or any services.
These Terms constitute a contract between you and 枝江市本娇商贸有限公司 (Grace Root). Your use of the Site is also subject to our Privacy Policy, which is incorporated herein by reference. By using the Site, you consent to the collection and use of your information as described in the Privacy Policy. We may modify these Terms from time to time. When we make material changes, we will notify you by email or by posting a notice on the Site prior to the change becoming effective. Your continued use of the Site after the effective date of any changes constitutes your acceptance of the new Terms. If you do not agree to any modification, you must stop using the Site and our services immediately.
This agreement is governed by the laws of the People's Republic of China, and any disputes arising from these Terms shall be resolved in accordance with Chinese law. By accepting these Terms, you waive any right to a jury trial or class action lawsuit, unless prohibited by applicable law. You also agree that any claim or cause of action arising out of or related to these Terms or the use of the Site must be filed within one year after such claim or cause of action arose, or be forever barred. This limitation applies to the fullest extent permitted by law.
If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the remaining Terms shall otherwise remain in full force and effect. These Terms constitute the entire agreement between you and Grace Root regarding the use of the Site and supersede any prior or contemporaneous agreements, communications, or proposals, whether oral or written, between you and us. No waiver of any term or condition shall be deemed a further or continuing waiver of such term or any other term.
Important: By using this Site, you agree to these Terms. If you do not agree, please exit the Site immediately. We reserve all rights not expressly granted in these Terms.
Grace Root, operated by 枝江市本娇商贸有限公司, offers a range of professional design and development services, including but not limited to: custom website design and development, graphic design, branding and identity creation, logo design, UI/UX design, e-commerce solutions, content management system integration, search engine optimization (SEO) consulting, social media graphics, print design, and ongoing maintenance and support. Our services are tailored to meet the unique needs of each client, and we work collaboratively to deliver high-quality, creative solutions.
The Site serves as a portfolio and informational platform where potential clients can view our work, learn about our process, and contact us to discuss projects. We may also offer digital products, templates, or resources for sale. All services are provided on a project-by-project basis unless otherwise agreed in a separate written contract. The specific scope, deliverables, timeline, and fees for each project will be outlined in a separate Service Agreement or Statement of Work (SOW) that will be provided to you before work begins. That SOW, together with these Terms, forms the complete agreement for that project.
We reserve the right to modify, suspend, or discontinue any aspect of our services or the Site at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of services. We also reserve the right to refuse service to anyone for any reason at any time. All descriptions of services, pricing, and availability are subject to change without notice. We make every effort to ensure that the information on the Site is accurate, but we do not warrant that any service descriptions, pricing, or other content is complete, current, or error-free.
Our services are provided on an "as is" and "as available" basis, and we make no representations or warranties of any kind, express or implied, regarding the operation or availability of the Site or the services. We do not guarantee that the Site will be uninterrupted, secure, or error-free. We may use third-party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Site and deliver services. You acknowledge that we are not responsible for any failures or delays caused by these third parties.
For design projects, the client is responsible for providing all necessary content, including text, images, logos, and other materials, in a timely manner. Any delays caused by the client's failure to provide required materials may result in extended project timelines and additional fees. We reserve the right to use any work created for you in our portfolio, unless otherwise agreed in writing. We also reserve the right to display a credit link on the footer of websites we design, unless you purchase a credit removal option.
As a user of the Site and/or a client of Grace Root, you agree to the following responsibilities and obligations. You must use the Site and our services in compliance with all applicable local, national, and international laws and regulations. You shall not use the Site for any unlawful purpose or in any way that could damage, disable, overburden, or impair the Site or interfere with any other party's use of the Site. You are solely responsible for your conduct and any data, text, files, information, usernames, passwords, images, graphics, photos, profiles, audio, video, sounds, musical works, works of authorship, applications, links, or other content or materials that you submit, post, or display on or through the Site (collectively, "User Content").
You represent and warrant that: (a) you own or have the necessary licenses, rights, consents, and permissions to publish and use your User Content and to authorize us to use your User Content as necessary to provide the services; (b) your User Content does not infringe the copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right of any third party; (c) your User Content does not contain any viruses, adware, spyware, worms, or other malicious code; and (d) your User Content is not defamatory, libelous, obscene, pornographic, harassing, threatening, abusive, or otherwise objectionable.
You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated "scraping"; (ii) using any automated system, including without limitation "robots," "spiders," "offline readers," etc., to access the Site in a manner that sends more request messages to our servers than a human can reasonably produce in the same period of time; (iii) transmitting spam, chain letters, or other unsolicited communications; (iv) attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site; (v) taking any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure; (vi) uploading invalid data, viruses, worms, or other software agents through the Site; (vii) collecting or harvesting any personally identifiable information from the Site; (viii) using the Site for any commercial solicitation purposes; (ix) impersonating any person or entity or falsely stating or otherwise misrepresenting your affiliation with a person or entity; (x) violating any applicable laws or regulations.
You are responsible for maintaining the confidentiality of any login credentials, passwords, or account information associated with your use of the Site. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We are not liable for any loss or damage arising from your failure to protect your password or account information. You may not use anyone else's account at any time without the permission of the account holder. You must provide accurate, current, and complete information when creating an account or contacting us, and you must update that information promptly if it changes.
If you engage our design services, you agree to provide timely feedback, approvals, and content as required for the project. You understand that failure to respond within a reasonable time may result in project delays and additional charges. You also agree to review all deliverables carefully and notify us of any errors or required changes within the specified revision period. After final approval, you accept full responsibility for the accuracy and completeness of the work. We are not liable for any errors or omissions in the final deliverables that were not brought to our attention during the revision process.
The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, audio, design, selection, and arrangement thereof) are owned by 枝江市本娇商贸有限公司 (Grace Root), its licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws of China and international conventions. All trademarks, service marks, logos, trade names, and trade dress appearing on the Site are the property of their respective owners. Nothing in these Terms grants you any right, title, or interest in or to any intellectual property owned by us or any third party.
You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your personal, non-commercial purposes, or for the purpose of evaluating or engaging our services. You may not reproduce, distribute, modify, create derivative works from, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site, except as follows: (a) your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials; (b) you may store files that are automatically cached by your web browser for display enhancement purposes; (c) you may print or download one copy of a reasonable number of pages of the Site for your own personal, non-commercial use and not for further reproduction, publication, or distribution; (d) if we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
Upon full payment for our design services, we assign to you all rights, title, and interest in and to the final deliverables created specifically for your project, subject to the following exceptions and limitations: (a) we retain all rights to any pre-existing materials, tools, libraries, frameworks, code snippets, or templates that we used in creating the deliverables (the "Pre-existing Materials"); (b) we retain the right to use any general skills, knowledge, and experience gained during the project; (c) we retain the right to display the deliverables in our portfolio, unless otherwise agreed in writing; (d) we retain all rights to any materials that are not specifically included in the final deliverables, such as preliminary concepts, drafts, and unused ideas. You are granted a perpetual, worldwide, non-exclusive license to use the Pre-existing Materials as incorporated into the final deliverables, solely for the purpose for which the deliverables were created.
You may not use any of our trademarks, service marks, or trade dress without our prior written consent. You may not remove, alter, or obscure any copyright, trademark, or other proprietary rights notices from any content on the Site. All rights not expressly granted in these Terms are reserved by us. Any unauthorized use of the Site or its content may violate copyright, trademark, and other laws and may result in legal action. We actively enforce our intellectual property rights to the fullest extent of the law.
If you believe that any content on the Site infringes your copyright, please provide us with a written notice containing the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing and information reasonably sufficient to locate the material; (iv) your contact information, including address, telephone number, and email; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (vi) a statement that the information in the notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner. Send such notices to our email: team@graceroot.mom.
During the course of our engagement, whether as a user of the Site or as a client receiving services, you may be exposed to certain confidential and proprietary information of Grace Root and 枝江市本娇商贸有限公司. Similarly, we may have access to your confidential information. "Confidential Information" means any non-public information, regardless of form, that is disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party"), including but not limited to: business plans, financial data, customer lists, trade secrets, technical data, product designs, source code, algorithms, marketing strategies, project specifications, pricing, and any other information that a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure.
The Receiving Party agrees to hold all Confidential Information in strict confidence and to use the same degree of care to protect the Confidential Information as it uses to protect its own confidential information of a similar nature, but in no event less than reasonable care. The Receiving Party shall not disclose, publish, or disseminate any Confidential Information to any third party without the prior written consent of the Disclosing Party, except as necessary to perform the services or as required by law. The Receiving Party may disclose Confidential Information to its employees, contractors, and agents who have a need to know and who are bound by confidentiality obligations at least as restrictive as those contained in these Terms.
Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was rightfully in the Receiving Party's possession prior to disclosure without an obligation of confidentiality; (c) is independently developed by the Receiving Party without use of or reference to the Confidential Information; or (d) is rightfully obtained by the Receiving Party from a third party without restriction on disclosure. The Receiving Party may disclose Confidential Information if required by law, regulation, or court order, provided that it gives the Disclosing Party prompt written notice of such requirement and cooperates in seeking a protective order or other appropriate relief.
Upon termination of the engagement or upon the Disclosing Party's request, the Receiving Party shall promptly return or destroy all copies of Confidential Information in its possession or control, and certify in writing that such return or destruction has been completed. The obligations of confidentiality and non-use shall survive the termination of these Terms and any service agreement for a period of five (5) years from the date of disclosure, or indefinitely for trade secrets. Any breach of confidentiality may cause irreparable harm, and the Disclosing Party shall be entitled to seek injunctive relief in addition to any other remedies available at law or equity.
We take the confidentiality of your information seriously. We implement reasonable physical, technical, and administrative safeguards to protect your Confidential Information from unauthorized access, use, or disclosure. However, no method of transmission or storage is completely secure, and we cannot guarantee absolute security. You acknowledge that you transmit your Confidential Information to us at your own risk. If you have any concerns about the security of your information, please contact us at team@graceroot.mom.
This section governs the provision of professional design and development services by Grace Root. When you engage us for a project, you agree to the following terms in addition to all other provisions of these Terms. A separate Service Agreement or Statement of Work (SOW) will be provided, detailing the specific scope, deliverables, timeline, fees, payment schedule, and any special conditions. That SOW is incorporated into these Terms by reference. In the event of any conflict between the SOW and these Terms, the SOW shall control with respect to that specific project.
Project Scope and Changes: The SOW will define the initial scope of work. Any changes to the scope, including additional features, pages, revisions beyond the allotted number, or other modifications, must be agreed upon in writing and may result in additional fees. We will provide an estimate for any out-of-scope work before proceeding. You are responsible for reviewing the SOW carefully and ensuring it accurately reflects your requirements. We are not responsible for any omissions or misunderstandings that arise from incomplete or inaccurate instructions.
Client Responsibilities: You agree to provide all necessary content, materials, feedback, and approvals in a timely manner. You are responsible for obtaining any necessary licenses, permissions, or clearances for any third-party materials you provide, including images, fonts, software, and text. You warrant that any content you provide does not infringe any third-party rights. We reserve the right to refuse to include any content that we deem inappropriate, illegal, or contrary to our values. You agree to indemnify us against any claims arising from content you provide.
Revisions and Approval: The SOW will specify the number of revision rounds included in the project price. Additional revisions may be billed at our then-current hourly rate. You must provide consolidated feedback within the agreed timeframe. After the revision period, you will be asked to provide final written approval of the deliverables. Once approved, no further changes can be made without additional charges. We are not liable for any errors or omissions in the final deliverables that were not identified during the revision process.
Payment Terms: Payment terms are specified in the SOW. Typically, we require a deposit of 50% of the project fee before work begins, with the balance due upon completion and before final delivery of source files. All fees are non-refundable unless otherwise stated. We reserve the right to suspend work if payment is not received according to the agreed schedule. Late payments may incur interest at the rate of 1.5% per month or the maximum allowed by law. You are responsible for all taxes, duties, or levies imposed on the services, excluding our income tax.
Delivery and Hosting: We will deliver the final project files in the format specified in the SOW. For website projects, we may provide temporary hosting for development and testing purposes. You are responsible for arranging permanent hosting and domain registration. We are not responsible for any issues arising from your hosting environment, including downtime, security breaches, or compatibility problems. We may provide instructions for deploying the website, but we are not liable for any errors that occur during deployment by you or your hosting provider.
Third-Party Services: Your project may incorporate third-party services, plugins, themes, or tools (e.g., WordPress, Shopify, payment gateways, analytics). We do not control these third-party services and are not responsible for their functionality, security, or terms. You agree to comply with the terms of service of any third-party services used in your project. We may recommend specific services, but the final decision and responsibility lie with you.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GRACE ROOT, 枝江市本娇商贸有限公司, OR ANY OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, CONTRACTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF USE, BUSINESS INTERRUPTION, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE USE OF OR INABILITY TO USE THE SITE OR ANY SERVICES, OR ANY CONTENT, MATERIALS, OR PRODUCTS PROVIDED THROUGH THE SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF THE SITE OR SERVICES EXCEED THE GREATER OF (A) THE AMOUNT PAID BY YOU TO US FOR THE SPECIFIC SERVICE GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR (B) ONE HUNDRED DOLLARS (USD $100.00). THIS LIMITATION APPLIES REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE, AND WHETHER OR NOT THE REMEDIES AVAILABLE FAIL OF THEIR ESSENTIAL PURPOSE.
THE FOREGOING LIMITATIONS OF LIABILITY SHALL NOT APPLY TO: (I) DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE; (II) FRAUD OR FRAUDULENT MISREPRESENTATION; (III) GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR (IV) ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
YOU ACKNOWLEDGE AND AGREE THAT THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH IN THESE TERMS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND US, AND THAT THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF OUR AGREEMENT. WITHOUT THESE LIMITATIONS, WE WOULD NOT BE ABLE TO PROVIDE THE SITE OR SERVICES ON THE TERMS OFFERED. YOU AGREE THAT THE LIMITATIONS OF LIABILITY IN THIS SECTION SHALL SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, WE SHALL NOT BE LIABLE FOR ANY DAMAGES, LOSSES, OR COSTS ARISING FROM OR RELATED TO: (A) ANY ACTIONS TAKEN OR NOT TAKEN BY YOU BASED ON INFORMATION PROVIDED ON THE SITE; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS OR ANY PERSONAL OR FINANCIAL INFORMATION STORED THEREIN; (C) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE; (D) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY; (E) ANY ERRORS, OMISSIONS, OR INACCURACIES IN ANY CONTENT ON THE SITE; OR (F) ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SITE.
THE SITE AND ALL CONTENT, MATERIALS, AND SERVICES PROVIDED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GRACE ROOT AND 枝江市本娇商贸有限公司 DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
WE DO NOT WARRANT THAT THE SITE OR ANY SERVICES WILL MEET YOUR REQUIREMENTS, BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. WE DO NOT WARRANT THAT THE SITE OR THE SERVERS THAT MAKE THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE OR ANY SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE AND SERVICES.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. WE ARE NOT RESPONSIBLE FOR THE CONTENT, ACCURACY, OR PRACTICES OF THIRD-PARTY SITES LINKED TO OR FROM THE SITE, AND WE EXPRESSLY DISCLAIM ANY LIABILITY ARISING FROM YOUR USE OF SUCH SITES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR WARRANTIES ARE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THESE TERMS. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SITE.
WITH RESPECT TO ANY DESIGN SERVICES PROVIDED, WE MAKE NO WARRANTIES REGARDING THE PERFORMANCE, SECURITY, OR COMPATIBILITY OF ANY WEBSITE, SOFTWARE, OR OTHER DELIVERABLE WITH ANY THIRD-PARTY SYSTEMS, PLATFORMS, OR BROWSERS. WE DO NOT WARRANT THAT THE DELIVERABLES WILL BE FREE FROM ERRORS, BUGS, OR VULNERABILITIES. WE WILL USE REASONABLE EFFORTS TO CORRECT ANY DEFECTS REPORTED WITHIN THE WARRANTY PERIOD SPECIFIED IN THE SOW, BUT THIS IS YOUR SOLE REMEDY FOR ANY DEFECTS IN THE DELIVERABLES.
You agree to indemnify, defend, and hold harmless Grace Root, 枝江市本娇商贸有限公司, and their respective directors, officers, employees, agents, contractors, licensors, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or relating to: (a) your use of the Site or any services; (b) your violation of these Terms; (c) your violation of any rights of any third party, including but not limited to intellectual property rights, privacy rights, or publicity rights; (d) any content or materials you provide, submit, or transmit through the Site or in connection with our services; (e) your breach of any representation or warranty made in these Terms; (f) any negligent or wrongful act or omission by you or your employees, agents, or contractors; or (g) any dispute between you and any third party arising from your use of the Site or services.
We reserve the right, at your expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with our defense of any such claim. You shall not settle any claim without our prior written consent, which shall not be unreasonably withheld. This indemnification obligation shall survive the termination of these Terms and your use of the Site and services.
If you are using the Site on behalf of a company or other entity, you represent and warrant that you have the authority to bind that entity to these Terms, and that entity agrees to indemnify us as set forth in this section. In such case, references to "you" in this indemnification section shall refer to both the individual user and the entity.
We also reserve the right to seek indemnification from you for any claims brought against us by third parties arising from your actions or omissions. You agree that we shall have the right to offset any amounts owed to us under this indemnification against any amounts we may owe you, to the extent permitted by law. This indemnification is in addition to any other remedies available to us at law or in equity.
You acknowledge that the services we provide may be used by you in connection with your business operations, and you assume all risk and responsibility for the use of the deliverables. You agree to indemnify us against any claims arising from the use of the deliverables, including but not limited to claims related to the content you provide, the functionality of the website, or any third-party services integrated into the project. This indemnification applies even if the claim arises from a defect or error in the deliverables, unless such defect or error is caused solely by our gross negligence or willful misconduct.
These Terms shall remain in full force and effect while you use the Site or any services. We reserve the right, in our sole discretion and without prior notice or liability, to terminate or suspend your access to the Site or any services, for any reason or no reason, including but not limited to: (a) your breach of any provision of these Terms; (b) your conduct that we believe is harmful to other users, third parties, or our business interests; (c) your violation of any applicable law or regulation; (d) your infringement of any intellectual property rights; (e) your failure to pay any amounts due; or (f) upon request by law enforcement or government agencies.
Upon termination, your right to use the Site and services will immediately cease. You must stop all use of the Site and destroy any copies of materials obtained from the Site. Any provisions of these Terms that by their nature should survive termination shall survive, including but not limited to: intellectual property provisions, confidentiality, limitation of liability, disclaimer of warranties, indemnification, governing law, and dispute resolution.
If you wish to terminate your account or your engagement with us, you may do so by sending a written request to team@graceroot.mom. However, termination by you does not relieve you of any obligations to pay for services already rendered or costs incurred prior to termination. In the event of termination by us due to your breach, you shall not be entitled to a refund of any fees paid, and you shall remain liable for any outstanding fees.
For project-based services, either party may terminate the SOW upon written notice if the other party materially breaches the agreement and fails to cure such breach within fifteen (15) days after receiving written notice thereof. In the event of termination by us due to your breach, you shall pay for all work completed up to the date of termination, plus any non-cancellable expenses incurred. In the event of termination by you without cause, you shall pay for all work completed and a percentage of the remaining project fee equal to the percentage of work completed, plus any non-cancellable expenses. In the event of termination by us without cause, we shall refund any fees paid for work not yet performed.
We may also terminate or suspend your access to the Site immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability. Upon termination, your right to use the Site will immediately cease. If you have registered an account with us, you may request deletion of your account by contacting us, but we may retain certain information as required by law or for legitimate business purposes.
These Terms and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms. You agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Site, or any services provided by Grace Root shall be resolved exclusively in the courts located in Yichang, Hubei Province, China. You hereby submit to the personal jurisdiction of such courts and waive any objection to venue or inconvenient forum.
Before initiating any legal proceeding, you agree to first attempt to resolve any dispute informally by contacting us at team@graceroot.mom. We will attempt to resolve the dispute through good faith negotiations within thirty (30) days. If the dispute cannot be resolved informally, you agree to submit the dispute to mediation administered by the China International Economic and Trade Arbitration Commission (CIETAC) in accordance with its mediation rules. If mediation fails, the dispute shall be finally settled by arbitration in accordance with the CIETAC arbitration rules. The arbitration shall be conducted in English or Chinese, at the discretion of the arbitral tribunal, and the seat of arbitration shall be Yichang, Hubei Province, China. The award rendered by the arbitrator shall be final and binding on both parties, and judgment may be entered upon it in any court having jurisdiction.
Notwithstanding the foregoing, we may seek injunctive or other equitable relief in any court of competent jurisdiction to protect our intellectual property rights, confidential information, or to enforce our rights under these Terms. You agree that any cause of action arising out of or related to these Terms must commence within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred. This limitation applies to the fullest extent permitted by law.
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Site or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred. You also agree that you may only bring claims in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. You waive any right to a jury trial. The prevailing party in any dispute shall be entitled to recover its reasonable attorneys' fees and costs.
If any provision of this governing law section is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by that party in writing. This section shall survive termination of these Terms and any service agreement.
Entire Agreement: These Terms, together with our Privacy Policy and any SOW or Service Agreement, constitute the entire and exclusive agreement between you and Grace Root regarding the use of the Site and the provision of services, and supersede all prior or contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. No modification or amendment to these Terms shall be binding unless in writing and signed by an authorized representative of Grace Root.
Waiver and Severability: No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms will continue in full force and effect.
Assignment: You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and void. We may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
Force Majeure: We shall not be liable for any failure or delay in performing our obligations under these Terms if such failure or delay is due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, shortages of transportation, facilities, fuel, energy, labor, or materials, or any other event that is unforeseeable and beyond our control.
Independent Contractors: The relationship between you and Grace Root is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship. Neither party has the authority to bind the other or to incur any obligation on behalf of the other without the other's prior written consent.
Notices: All notices required or permitted under these Terms shall be in writing and shall be deemed given when: (a) delivered personally; (b) sent by confirmed email; (c) sent by registered or certified mail, postage prepaid, return receipt requested; or (d) sent by overnight courier. Notices to us shall be sent to: 枝江市本娇商贸有限公司, 枝江市安福寺镇市场北路67号一楼(自主申报), Yichang - 443000, China (CN), or to team@graceroot.mom. Notices to you shall be sent to the email address you provide to us.
Electronic Communications: By using the Site or our services, you consent to receive electronic communications from us. You agree that all agreements, notices, disclosures, and other communications we provide to you electronically satisfy any legal requirement that such communications be in writing. You are responsible for providing and maintaining a valid email address for receiving such communications.
Headings: The headings and section titles in these Terms are for convenience only and have no legal or contractual effect. Words in the singular include the plural and vice versa, and words of one gender include all genders. The word "including" means "including without limitation."
No Third-Party Beneficiaries: These Terms are for the sole benefit of the parties and their permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.
Export Control: You agree to comply with all applicable export and re-export control laws and regulations of China and other countries. You may not access or use the Site or any services if you are located in any country that is subject to a Chinese government embargo, or if you are on any list of prohibited or restricted parties.
If you have any questions, concerns, or comments regarding these Terms, the Site, or our services, please contact us using the information below. We will make every effort to respond to your inquiry in a timely manner. For legal notices, please use the mailing address or email provided.
Company Name: 枝江市本娇商贸有限公司 (Grace Root)
Developer: Grace Root
Address: 枝江市安福寺镇市场北路67号一楼(自主申报), Yichang - 443000, China (CN)
Email: team@graceroot.mom
Phone: +1 (234) 395-0620
Website: https://www.graceroot.mom
For all inquiries, we prefer email communication as it allows us to track and respond efficiently. Please include your name, contact information, and a detailed description of your inquiry. We will respond within five (5) business days. If you are contacting us regarding a legal matter, please include "LEGAL NOTICE" in the subject line of your email.
If you have a complaint or dispute, we encourage you to contact us first to seek a resolution. We are committed to addressing your concerns fairly and promptly. You may also contact us by mail at the address above. For urgent matters, you may call our phone number during business hours (Monday to Friday, 9:00 AM to 6:00 PM China Standard Time). Please note that phone calls may be recorded for quality assurance and training purposes.
We value your feedback and strive to provide the best possible experience. Your use of the Site and services is subject to these Terms, and by contacting us, you agree that we may use the information you provide to respond to your inquiry and improve our services. We will handle your personal information in accordance with our Privacy Policy.
Thank you for choosing Grace Root. We look forward to working with you.