Terms of Service

1. Acceptance of Terms

These Terms of Service constitute a legally binding agreement between you and 28 Group LLC, doing business as LeadNod ("LeadNod," "we," "us," or "our") governing your access to and use of the LeadNod platform, website located at leadnod.com, mobile applications, and all related services (collectively, the "Platform").

By creating an account, accessing, or using any part of the Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms, our Privacy Policy, and any additional terms, policies, or guidelines that may apply to specific features or services. If you are using the Platform on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our Platform and updating the "Last updated" date. Your continued use of the Platform after such changes constitutes your acceptance of the modified Terms. If you do not agree to any modification, you must stop using the Platform and may request termination of your account.

If you do not agree to these Terms, you may not access or use the Platform. These Terms supersede any prior agreements or understandings, whether written or oral, relating to the subject matter hereof.

2. Definitions

The following definitions apply throughout these Terms:

"Client" means any individual or entity that uses the Platform to find, engage, or contract with Sales Professionals for sales-related services.

"Sales Professional" or "Sales Pro" means any individual who uses the Platform to offer sales-related services to Clients, including but not limited to sales representatives, business development professionals, account executives, and lead generation specialists.

"User" refers to any person or entity that accesses or uses the Platform, including both Clients and Sales Professionals.

"Engagement" means any agreement between a Client and a Sales Professional facilitated through the Platform, whether formalized through our contract system or arranged independently after initial connection through the Platform.

"Content" means all information, data, text, graphics, images, audio, video, and other materials that are posted, uploaded, or otherwise made available through the Platform, including User-generated content and content we provide.

"Escrow" means our payment protection system that holds funds on behalf of Clients until agreed-upon milestones or conditions are met, at which point funds are released to Sales Professionals.

"Service Fees" means the fees charged by LeadNod for use of the Platform, as described in Section 8 and our Fee Schedule.

3. Eligibility and Registration

3.1 Eligibility Requirements

To use the Platform, you must be at least 18 years of age or the age of legal majority in your jurisdiction, whichever is higher. You must have the legal capacity to enter into binding contracts. If you are using the Platform on behalf of a business entity, you must be authorized to bind that entity to these Terms, and the entity must be legally formed and in good standing in its jurisdiction of formation.

You may not use the Platform if you have been previously suspended or removed from the Platform, if you are prohibited from using the Platform under applicable law, or if you are a direct competitor of LeadNod using the Platform for competitive intelligence or other improper purposes.

3.2 Account Registration

To access certain features of the Platform, you must register for an account. During registration, you must provide accurate, current, and complete information. You agree to update your information promptly if it changes. Providing false, inaccurate, or misleading information may result in suspension or termination of your account.

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us of any unauthorized use of your account or any other breach of security. We are not liable for any loss arising from unauthorized use of your account.

3.3 Verification

LeadNod may require verification of your identity, qualifications, or other information as a condition of using certain Platform features. For Sales Professionals, this may include verification of professional experience, background checks, skills assessments, or reference checks. For Clients, this may include verification of business registration, payment capabilities, or other business information. You consent to such verification procedures and agree to cooperate fully with our verification requirements.

4. Platform Services

4.1 Platform Description

LeadNod provides an online platform that connects Clients with Sales Professionals for outsourced sales engagements. Our Platform includes matching services that use algorithms and human review to suggest compatible matches between Clients and Sales Professionals, communication tools that enable secure messaging and video calls between Users, contract management features that help formalize engagement terms, escrow services that provide payment protection for both parties, and performance tracking tools that monitor and report on engagement outcomes.

4.2 Platform Role and Limitations

LeadNod is a platform that facilitates connections between Clients and Sales Professionals. We are not a party to any engagement agreement between Users except as explicitly stated in these Terms. We do not employ Sales Professionals, and Sales Professionals are independent contractors who control how they perform their work.

We do not guarantee the accuracy of information provided by Users, the quality or outcome of any engagement, the suitability of any match, or the performance of any User. While we take steps to verify Users and facilitate successful engagements, ultimate responsibility for evaluating potential matches and managing engagements rests with the Users themselves.

4.3 Service Availability

We strive to provide reliable access to the Platform but do not guarantee uninterrupted availability. We may modify, suspend, or discontinue any aspect of the Platform at any time, with or without notice. We are not liable for any interruption, modification, or discontinuation of the Platform or any feature thereof.

5. User Responsibilities and Prohibited Conduct

5.1 General Responsibilities

All Users agree to use the Platform only for lawful purposes and in accordance with these Terms, provide accurate and complete information at all times, maintain the security of their account credentials, comply with all applicable laws and regulations, and treat other Users with respect and professionalism.

5.2 Prohibited Conduct

Users may not engage in fraudulent, misleading, or deceptive practices, misrepresent their identity, qualifications, or affiliations, interfere with or disrupt the Platform or servers, attempt to gain unauthorized access to any part of the Platform, use the Platform to transmit spam, malware, or other harmful content, harass, abuse, or harm other Users, circumvent any security measures or access controls, scrape or collect data from the Platform without authorization, or use the Platform for any illegal purpose.

5.3 Content Standards

Any content you post or transmit through the Platform must be accurate and not misleading, must not infringe any third party's intellectual property rights, must not contain defamatory, obscene, or offensive material, must not violate any applicable law or regulation, and must not contain personal information about others without their consent.

5.4 Circumvention

Users may not attempt to circumvent the Platform to avoid paying applicable Service Fees. If a Client and Sales Professional are introduced through the Platform, any subsequent engagement between them within 24 months is subject to our Service Fees, regardless of whether the engagement is formally arranged through the Platform. This provision survives termination of these Terms.

6. Additional Terms for Clients

6.1 Engagement Relationships

Sales Professionals are independent contractors and not employees of either LeadNod or the Client. Clients are responsible for ensuring their engagement structures comply with applicable employment and labor laws. LeadNod is not responsible for determining the proper classification of any working relationship.

6.2 Payment Obligations

Clients agree to fund escrow accounts as required by their engagement terms, pay Service Fees as described in Section 8, release payments to Sales Professionals in accordance with engagement agreements, and provide accurate tax information as required for reporting purposes.

6.3 Client Responsibilities in Engagements

Clients are responsible for clearly communicating their requirements and expectations, providing Sales Professionals with necessary information and resources, responding to communications in a timely manner, providing honest feedback and reviews, and respecting the intellectual property and confidentiality of Sales Professionals.

6.4 Non-Solicitation

During an active engagement and for a period of 12 months following its conclusion, Clients agree not to directly solicit Sales Professionals to work outside the Platform without going through LeadNod's off-platform arrangement process and paying applicable fees. This provision is intended to protect the integrity of the Platform and ensure fair compensation for facilitated connections.

7. Additional Terms for Sales Professionals

7.1 Independent Contractor Status

Sales Professionals acknowledge and agree that they are independent contractors and not employees of LeadNod or any Client. As an independent contractor, you are solely responsible for determining how and when to perform your services, providing your own equipment and resources, paying your own taxes including self-employment taxes, obtaining any necessary licenses or permits, and maintaining any required insurance coverage.

7.2 Professional Standards

Sales Professionals agree to represent their qualifications and experience accurately, perform services with professional skill and care, communicate honestly and transparently with Clients, meet agreed-upon deadlines and deliverables, and maintain appropriate confidentiality regarding Client information.

7.3 Multiple Engagements

Unless otherwise agreed with a specific Client, Sales Professionals may maintain multiple concurrent engagements. However, Sales Professionals must ensure they can fulfill all commitments, disclose any potential conflicts of interest, and not use confidential information from one Client for another.

7.4 Profile Accuracy

Sales Professionals must maintain accurate profile information including their experience, skills, certifications, and availability. Misrepresentation of qualifications may result in account termination and forfeiture of pending payments.

8. Payments and Escrow

8.1 Escrow Services

LeadNod provides escrow services to protect both Clients and Sales Professionals. When an engagement is established, Clients fund the escrow with agreed-upon amounts according to the payment schedule. Funds are held securely until release conditions are met. Upon completion of milestones or time periods as defined in the engagement agreement, funds are released to the Sales Professional.

8.2 Service Fees

LeadNod charges Service Fees for use of the Platform. Current fee structures are published on our website and may include fees charged to Clients as a percentage of engagement payments, fees charged to Sales Professionals as a percentage of earnings, or fixed fees for specific platform features or services. Service Fees are automatically deducted from payments processed through the Platform. We reserve the right to modify our fee structure with 30 days' notice.

8.3 Payment Processing

All payments are processed through third-party payment processors. By using our payment features, you agree to the terms of service of our payment processors. LeadNod is not responsible for payment processing errors or delays caused by third-party payment processors or financial institutions.

8.4 Disputes

If a payment dispute arises between a Client and Sales Professional, LeadNod may hold disputed funds in escrow pending resolution. We provide mediation services to help resolve disputes but are not obligated to do so. Our dispute resolution decisions are binding unless otherwise stated.

8.5 Taxes

Each User is responsible for their own tax obligations. Sales Professionals are responsible for reporting and paying all applicable taxes on their earnings. LeadNod will provide tax documentation as required by law but does not provide tax advice. Consult a qualified tax professional for guidance on your specific situation.

9. Intellectual Property

9.1 LeadNod Intellectual Property

The Platform and all its content, features, and functionality, including but not limited to the LeadNod name, logos, trademarks, software, text, graphics, and design, are owned by LeadNod or its licensors and are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or lease any part of our Platform or intellectual property without our express written consent.

9.2 User Content

You retain ownership of content you create and submit to the Platform. By submitting content, you grant LeadNod a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and display your content in connection with operating and promoting the Platform. This license continues even if you terminate your account, but only for content that has been shared with other Users or incorporated into the Platform's functionality.

9.3 Work Product

The ownership of work product created during engagements is determined by the agreement between the Client and Sales Professional. LeadNod does not claim ownership of work product created during engagements unless explicitly agreed otherwise. Users are encouraged to clearly define intellectual property ownership in their engagement agreements.

9.4 Feedback

If you provide feedback, suggestions, or ideas about the Platform, you grant LeadNod an unrestricted, perpetual, irrevocable license to use, implement, and commercialize such feedback without compensation or attribution.

10. Confidentiality

10.1 Platform Confidentiality

Users agree to maintain the confidentiality of certain information encountered through the Platform, including other Users' non-public personal information, proprietary business information shared during engagements, pricing and fee information, and platform features and functionality not publicly available.

10.2 Engagement Confidentiality

Clients and Sales Professionals may exchange confidential business information during engagements. Both parties agree to protect such information with reasonable care and not to disclose it to third parties without consent. Sales Professionals sign confidentiality agreements as part of their onboarding to our network. Additional confidentiality terms may be included in individual engagement agreements.

10.3 Exceptions

Confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, was already known to the receiving party before disclosure, is independently developed without use of confidential information, is required to be disclosed by law or legal process, or is disclosed with the consent of the disclosing party.

11. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, LEADNOD DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

LEADNOD DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, THAT THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY RESULTS OBTAINED THROUGH USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE.

LEADNOD DOES NOT GUARANTEE THE QUALITY, ACCURACY, OR RELIABILITY OF ANY USER CONTENT, THE QUALIFICATIONS OR CAPABILITIES OF ANY USER, THE SUCCESS OF ANY ENGAGEMENT, OR ANY SPECIFIC RESULTS FROM USING THE PLATFORM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, LEADNOD'S WARRANTIES ARE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LEADNOD AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE PLATFORM, ANY CONDUCT OR CONTENT OF ANY USER OR THIRD PARTY ON THE PLATFORM, ANY CONTENT OBTAINED FROM THE PLATFORM, UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT OR TRANSMISSIONS, OR ANY OTHER MATTER RELATING TO THE PLATFORM.

IN NO EVENT SHALL LEADNOD'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE PLATFORM EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO LEADNOD IN SERVICE FEES DURING THE TWELVE MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

THE LIMITATIONS OF LIABILITY IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND EVEN IF LEADNOD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13. Indemnification

You agree to defend, indemnify, and hold harmless LeadNod and its officers, directors, employees, agents, licensors, and affiliates from and against any claims, actions, demands, losses, damages, liabilities, costs, and expenses, including reasonable attorneys' fees, arising out of or relating to your use of the Platform, your violation of these Terms, your violation of any rights of any other person or entity, your Content or the content you provide during engagements, your engagement relationships with other Users, or your breach of any representation, warranty, or obligation under these Terms.

LeadNod reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you agree to cooperate with our defense of such claim.

14. Termination

14.1 Termination by User

You may terminate your account at any time by following the account closure process in your account settings or by contacting our support team. Termination does not relieve you of obligations incurred prior to termination, including payment obligations for completed engagements and confidentiality obligations.

14.2 Termination by LeadNod

LeadNod may suspend or terminate your account at any time, with or without cause, and with or without notice. Reasons for termination may include violation of these Terms, fraudulent or illegal activity, failure to pay amounts owed, prolonged inactivity, or any other reason at our sole discretion.

14.3 Effect of Termination

Upon termination, your right to access and use the Platform ceases immediately. We may delete your account information and Content, though we may retain certain information as required by law or for legitimate business purposes. Provisions of these Terms that by their nature should survive termination will survive, including confidentiality, intellectual property, limitation of liability, and indemnification provisions.

14.4 Outstanding Obligations

Termination does not affect any rights or obligations arising from engagements entered into before termination. Pending payments will be processed according to the applicable engagement agreements and escrow terms.

15. Dispute Resolution

15.1 Governing Law

These Terms and any disputes arising from or relating to these Terms or the Platform shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of laws principles.

15.2 Informal Resolution

Before initiating any formal dispute resolution process, you agree to first contact us to attempt to resolve any dispute informally. We will attempt to resolve disputes through good-faith negotiation for a period of at least 30 days before either party may pursue formal resolution.

15.3 Arbitration

If we cannot resolve a dispute informally, any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall be conducted in Cheyenne, Wyoming, and judgment on the arbitration award may be entered in any court having jurisdiction.

15.4 Class Action Waiver

YOU AGREE THAT ANY DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration against LeadNod.

15.5 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information.

16. General Provisions

16.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms applicable to specific features, constitute the entire agreement between you and LeadNod regarding the Platform and supersede all prior agreements and understandings.

16.2 Severability

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 provisions remain in full force and effect.

16.3 No Waiver

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of LeadNod.

16.4 Assignment

You may not assign or transfer these Terms or your rights or obligations hereunder without our prior written consent. LeadNod may assign these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties and their successors and assigns.

16.5 Notices

We may provide notices to you via email, posting on the Platform, or other reasonable means. Notices to LeadNod should be sent to the address provided in Section 16.7 and shall be effective upon receipt.

16.6 Force Majeure

LeadNod shall not be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond our reasonable control, including natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

16.7 Contact Information

For general support inquiries, please contact [email protected] or use the help center in your account dashboard.