Terms of Service

The terms and conditions set forth herein constitute the full and complete agreement between you and Hermeris, Inc. (hereinafter “Hermeris”) which owns and operates this website. (hereinafter, the “Website”) Your agreement to be bound by these terms is accepted and acknowledged by either (a) your use of the Hermeris Website or (b) the submission of any order for any service. The terms contained herein supercede and replace any other agreement or negotiation between you and Hermeris whether oral, written or otherwise including any statements made by any representative of Hermeris at any time.

1. Services Provided

Hermeris is a document preparation and filing service for certain Federal, State, County, and City/Town Documents generally related to the formation of a new business such as Applications for Employer Identification Numbers, Trade Name Certificates, and Articles of Organization. Hermeris saves you time and headache by using the information you provide to prepare and file the necessary documents that you request on your behalf. You then spend the time that you would have spent researching, collecting, preparing and filing, doing what you do best which is running your business.

While we are experts at what we do, we are not lawyers and we do not provide legal advice, tax advice or any other professional advice of any kind. We provide generalized information to our customers and to the public about our services and the documents that we offer to prepare and file. It is up to you to determine the particular documents applicable to your situation. For legal, financial or other advice, we urge you to contact the appropriate respective professionals. If you choose not to do so, you will be acting as your own Attorney, financial advisor or other such professional and agree not to rely upon any information contained in this Website or otherwise provided by Hermeris in place or instead of any such advice.

We will prepare the documents that you request only. We will not prepare any documents that you do not specifically request. We will not check the accuracy of the information that you provide. We will use the exact information that you provide to complete the assignment that you request. Once our assignment is complete we will not provide any ongoing service after the initial filings are complete even where we may become aware of information which would identify the need for any additional documents. We will not perform for you or provide you with any information or reminders on additional filings that may apply to your situation such as for taxation, licensing, updates, or renewals. All such responsibilites are and will remain yours. You are responsible to ensure that the information provided to Hermeris is accurate with respect to both detail, spelling and grammar and you represent to Hermeris that your submissions are accurate and ready for use as submitted.

2. Your Authorization

Upon accepting this agreement you authorize Hermeris to collect the information that you provide and to use such information to prepare the documents that you request. You understand and agree that Hermeris may reformat or re-arrange the information that you provide as may be necessary for use in the specified forms prepared at your direction. The information that we collect is governed by our Privacy Policy which is incorporated by this reference herein as though it were set forth in full. You expressly agree that you have read that document and that you agree to accept the terms set forth therein as part of this agreement.

Upon submitting any request for services you agree that the information that you provide is true and correct and that you are not creating any of the documents requested for any illegal, improper or fraudulent purpose. You agree that you are authorized to prepare the documents that you are requesting and that no authority other than that granted by you is necessary to make the assignment of the services that you request. You further authorize Hermeris as a third party designee to (a) prepare and submit the requested forms including, where requested by you, an SS-4 form to the Internal Revenue Service (“IRS”), (b) receive information related to requested filings on your behalf such as your Employer Identification Number, and (c) answer any questions from the IRS or other official governmental entity on your behalf. You agree to indemnify and hold harmless Hermeris and its officers, directors, employees, agents, affiliates, parents, subsidiaries, and its business and service providers of and from any claims, actions, and demands of the party upon which you purport to act or of any third party alleging any lack of authority, error or damages of any kind including attorneys fees and costs in any way connected with your authority to request and complete any service requested.

3. Fees

Your submission of credit card information constitutes your authorization for Hermeris to charge your card for the services ordered and for any related fees or expenses. You further agree to abide by the terms of your credit card issuer’s agreement. Hermeris charges the following fees where applicable to any particular service requested:

Document Processing Fee
This is the fee charged for the preparation of any document that you request. The amount of this fee varies depending upon the document being prepared.

Filing Fee
This is any fee charged, incurred or paid by Hermeris for or in any way relating to any document we prepare and/or file at your request whether the filing is ultimately accepted or not.

Publication Fee
This is any fee charged, incurred or paid by Hermeris for or in any way relating to publication requirements for any document we prepare and/or file at your request whether the filing is ultimately accepted or not.

Shipping Fee
This is any shipping, handling or postage fee charged, incurred or paid by Hermeris in any way relating to any document we prepare and/or send to you or to any third party in relation to any assignment submitted by you whether the transmittal is successful or not.

Returned Check Fee
All checks returned to Hermeris for any reason, whether physical checks or echecks, will have a twenty five dollar ($25.00) penalty plus bank service fees.

Other Fees
Other fees may be charged for the non-preparation/filing services such as for toll-free forwarding, website development and hosting, domain registration, and sample contract templates available for purchase.

For most services, amounts to be charged are disclosed prior to you submitting your credit card information to us. The exception to this can be our recurring services such as toll-free forwarding and website hosting. With recurring services, billing terms are disclosed to you prior to you submitting your credit card information to us, and the card can be charged according to those terms each billing period, depending on use and the specific service plan selected.

4. Limited Money-back Guarantee

We are proud to offer our limited Money Back Guarantee. This offer is subject to the terms and conditions set forth herein depending upon the particular service requested. Essentially, as long as you cancel your order before our work is completed we will refund your money less a fee for services already rendered. The specific details of this guarantee are as follows for each service.

EIN Obtaining Service
Where an SS4 form has been prepared by Hermeris and provided to you for your signature, we will refund your total payment less a fifty dollar ($50.00) document processing fee, as long as the signed document has not yet been received by Hermeris for filing. Once we receive your signed document there will be no refund granted, although, if we receive your request to stop the filing before we have submitted it to the IRS, the filing may still be cancelled.

DBA Registration Service and LLC/Corporation Formation Service
Where Hermeris has begun processing the order but not yet completed document preparation, we will refund your total payment less a fifty dollar ($50.00) document processing fee. Where Hermeris has completed document preparation but has not yet obtained your signature (or has not yet submitted the filing if your signature is not required) we will refund your total payment less a one hundred dollar ($100.00) document processing fee. Once we receive your signed documents and/or submit your filing to the appropriate government entity, there will be no refund granted, although, if we receive your request to stop the filing before we have submitted it to the appropriate government entity, the filing may still be cancelled.

Trademark Filing Service
Where Hermeris has begun processing the order but not yet submitted the filing, we will refund your total payment less a fifty dollar ($50.00) document processing fee. Once we have submitted your filing, the order cannot be cancelled and no fees can be returned, even if the USPTO ultimately rejects the registration for being too vague, conflicting with another existing trademark, etc. Submitting an application does not guarantee successful registration.

All Services
Refunds must be requested within 30 days of placing your order. No refunds can be made after 30 days. Under no circumstances will there be any refund of any filing fees, publication fees or shipping fees incurred by Hermeris in relation to any assignment. There are no refunds for any assignment related to the contract template, domain name registration, website development, or website hosting services. There are no refunds for month to month customers of the toll free forwarding service. 6-month prepaid and 1-year prepaid customers of the toll free forwarding service may cancel and receive a pro-rated amount of their prepaid fee back, less a $50 cancellation fee if cancelled before 3 months of service.

Hermeris reserves the right to alter, change, amend or delete fees at its sole option. Hermeris further reserves the right to institute new services and charge fees in association with the provision of such new services as it deems appropriate. Hermeris reserves the right to offer subsequent promotional rates which may or may not be more favorable than the terms under which you entered this agreement. Any such periodic special rates shall not effect the then existing rights and responsibilities of each party.

Payment of Fees - Hermeris accepts payment by credit card (Visa, MasterCard, Discover, American Express), and by personal check, cashiers check, electronic check, money order, and PayPal. In addition, Hermeris may from time to time allow additional forms of payment however the offering of a particular form of payment does not obligate Hermeris to continue to offer that form of payment in the future. The current list of payment options will be displayed during the order process. If you have any questions concerning the current available payment options, you may email us at support@hermeris.com.

5. Domain Registration and Other Services

Domain Registration: At Customer's request, Hermeris may also acquire a Second-Level Domain Name ("Domain Name"), on behalf of Customer. Hermeris is an authorized domain name reseller of and utilizes Godaddy for all domain registration services. Your purchase of domain name registration services is specifically subject to your agreement to the terms of this agreement and also the GODADDY DOMAIN REGISTRATION AGREEMENT which is incorporated fully into this agreement and made available to you here.

Hermeris provides this service as a convenience to you only and you hereby waive any and all claims which you may have, or which may later arise, against Hermeris for any and all damages, losses, claims or expenses arising out of or related to the acquisition, registration and/or use of the Domain Name. You hereby agree to pay any costs incurred by Hermeris to register and/or maintain the Domain Name on your behalf by Hermeris under the payment provisions of this agreement elsewhere herein.

Other Services: Hermeris offers a listing of additional services in conjunction with its Domain Registration and Web Hosting Services. The terms of these services are governed by this agreement.

The Registered Name Holder shall provide to Hermeris accurate and reliable contact details and promptly correct and update them during the term of the Registered Name registration, including: the full name, postal address, e-mail address, voice telephone number, and fax number if available of the Registered Name Holder; name of authorized person for contact purposes in the case of a Registered Name Holder that is an organization, association, or corporation.

A Registered Name Holder's willful provision of inaccurate or unreliable information, its willful failure promptly to update information provided to Hermeris, or its failure to respond for over fifteen calendar days to inquiries by Hermeris concerning the accuracy of contact details associated with the Registered Name Holder's registration shall constitute a material breach of the Registered Name Holder-registrar contract and be a basis for cancellation of the Registered Name registration.

Any Registered Name Holder that intends to license use of a domain name to a third party is nonetheless the Registered Name Holder of record and is responsible for providing its own full contact information and for providing and updating accurate technical and administrative contact information adequate to facilitate timely resolution of any problems that arise in connection with the Registered Name. A Registered Name Holder licensing use of a Registered Name according to this provision shall accept liability for harm caused by wrongful use of the Registered Name, unless it promptly discloses the identity of the licensee to a party providing the Registered Name Holder reasonable evidence of actionable harm.

6. License

Hermeris, subject to the terms and conditions set forth herein, hereby grants you a non-exclusive, limited, personal license to use the Hermeris Web Hosting Service for the term of the agreement as set forth herein. Your rights under this agreement may be assigned only upon prior notice and express approval by Hermeris. Any other assignment is null and void. All content within this Site, including, but not limited to text, software, graphics, logos, icons and images are the property of Hermeris. Except as provided herein, no portion of the materials on these pages may be reprinted or republished in any form without the express written permission of Hermeris. Permission is granted to print copies of informational articles for your own use and review, provided that source attributions and copyright notices are maintained. Hermeris reserves all of its rights in the graphic images and text, any other images, its trade names and trademarks, copyrights and any and all intellectual property rights. Hermeris’s trade names, trademarks, logos and service names and similar proprietary marks shall not be reprinted or displayed in any form without the express written permission of Hermeris.

7. Ownership of Intellectual Property; Confidentiality

It is understood and agreed that during the term of this agreement and thereafter you may come into possession of information which is the confidential and proprietary information of Hermeris including but not limited to the Hermeris customer service and maintenance tools. You acknowledge that all right and title to any such Hermeris intellectual property shall remain the sole property of Hermeris and that you have no right, title or interest therein. You further agree not to provide access to the Hermeris services to any third party. You agree yourself and not to assist any third party in any way to use, translate, decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any portion of the Hermeris Services. Any and all right or title to any engineering, coding, programming or customer service work around or other modification of the Hermeris service shall also remain the sole property or Hermeris.

During the term of this agreement you may have access to certain information and materials relating to the Hermeris business, customers, software technology and marketing which Hermeris treats as confidential (hereinafter "Confidential Information"). You agree to at all times during the term of this agreement and otherwise as set forth herein: (i) hold in confidence, and not disclose or reveal to any person or entity, any "Confidential Information" without the express prior written consent of Hermeris; and (ii) not use or disclose any of the "Confidential Information" for any purpose at any time, other than pursuant to your rights under this agreement for the purpose intended. These obligations shall continue indefinitely for so long as the Confidential Information is a trade secret under applicable law and shall continue for three (3) years following termination of this Agreement with respect to Confidential Information, which does not rise to the level of a trade secret.

8. Information and Communications

You hereby consent and agree that as to any information which Hermeris may collect from you and/or maintain with respect to you, including but not limited to any information related to your order, your billing information, services purchased, domain name purchases, correspondence to or from Hermeris concerning you or your account, or other information which in Hermeris’s sole judgment is reasonable, Hermeris may disclose such information to public or private third parties as applicable law may require or permit. The decision as to whether to disclose such information as may be required, permitted or otherwise reasonable shall be within the sole discretion of Hermeris and may include but shall not be limited to (1) compliance with court order, subpoena or other request of any State or Federal government, (2) compliance with the Electronic Communications Decency Act, (3) compliance with the Digital Millennium Copyright Act (3) compliance with the Hermeris Terms of Service or other policies.

You agree to receive periodic emails from Hermeris in regards to Hermeris or partner products, services, your account, and system conditions, changes, updates and/or schedules. You agree to provide true and accurate account and billing information to Hermeris specifically including your name, address, email address, telephone number, billing information and any other account information requested at any time during the ordering process.

Hermeris has provided a secure means of online communication consistent with the industry standard. Where you choose to communicate with Hermeris outside of this secure environment such as via email be advised that your communications are not necessarially secure. Such transmission, therefore, is at your own risk.

9. Warrantees and Limitations

Hermeris makes every reasonable effort to maintain operation of the Hermeris service however because as many events and circumstances are beyond the control of Hermeris, Hermeris does not in any way warrant or otherwise guarantee the availability of the Hermeris system or servers and is not responsible for any delay or loss of data, lack of connection, slow connection, or any other such issues whether due to the active or passive negligence of Hermeris.

In general, Hermeris has no control over information contained on the Internet. Information obtained by you from the Internet may be inaccurate, offensive or in some cases even illegal. Hermeris accepts no responsibility for any information which you receive from the Internet. You accept full responsibility to verify the truth and accuracy, legality and ownership of the information that you obtain from the Internet as well as the reputation of the individuals with whom you may deal. Hermeris provides no warrantee for any goods or services which you obtain over the Internet nor the compatibility of any such services with the Hermeris system.

You specifically hereby waive any claim for damages of any kind whether direct, indirect, special, exemplary, punitive, incidental or consequential, loss of profits or loss of business as the result of any action taken in response to any claim of copyright infringement without regard to whether or not the material claimed to have been infringing is later found to be infringing.

THE HERMERIS SERVICE IS PROVIDED TO YOU ON AN "AS IS" BASIS, AND WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. TO THE EXTENT THAT ANY JURISDICTION DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, PORTIONS OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THE TOTAL SOLE AND EXCLUSIVE REMEDY AVAILABLE TO YOU AS THE RESULT OF ANY BREACH OF THIS AGREEMENT, NEGLIGENCE, OR ANY ACTION OR FAILURE TO ACT WHETHER INTENTIONAL OR OTHERWISE SHALL BE THE TOTAL AMOUNT PAID BY YOU TO HERMERIS FOR ANY SERVICES RELATED TO ANY ALLEGATION OF ENTITLEMENT TO SUCH REMEDY. IN NO EVENT SHALL HERMERIS BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF PROFITS OR LOSS OF BUSINESS AS THE RESULT OF ANY SUCH ACTION OR INACTION WITHOUT REGARD TO THE LIKELIHOOD OF ANY SUCH DAMAGES.

10. Indemnity

You agree to fully defend and indemnify and hold harmless Hermeris of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any breach or claim of breach of this agreement or your negligence whether active or passive or any negligence of Hermeris in any way related to your use of the Hermeris service or any portion thereof. You agree that you are in compliance with all applicable laws and regulations pertaining to or governing your use of this Site, and you agree to indemnify and hold Hermeris harmless from and against any and all claims, damages, losses or obligations suffered or incurred by you arising from your failure to comply.

You agree to fully defend and indemnify and hold harmless Hermeris of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any violation or claimed violation of any copyright or other intellectual property right of any third party which is in any way related to your use of the Hermeris service or any portion thereof. Choice of counsel remains exclusively that of Hermeris.

You agree that upon the assignment of any transaction ID or password that you will maintain the confidentiality of such information and assume all responsibility of and from any loss, theft or other destruction of any data as the result of any access to your account via the use of your ID. You further agree to defend and indemnify and hold harmless Hermeris of and from any and all third party claims, causes of action, demands, costs, damages including both direct and consequential damages, specifically including attorneys fees and costs, expert fees and costs and mediation and/or arbitration fees and costs incurred (whether paid or not) as the result of any claim for damages in any way related to the disclosure of your confidential ID and/or password information. Choice of counsel remains exclusively that of Hermeris.

11. Right of Refusal

Hermeris, in its sole discretion, reserves the right to refuse to provide Services to you. You agree that Hermeris shall not be liable to you for loss or damages that may result from our refusal to provide Services.

12. U.S. Export Controls

Software available in connection with the Hermeris services is subject to United States export controls. No Software may be downloaded from Hermeris or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the any downloaded Software or software component is at your sole risk.

13. Assignment

Your rights under this agreement may be assigned only upon prior notice and express approval by Hermeris. Hermeris may assign its rights hereunder to any person or entity who shall become a principal owner, or shareholder of Hermeris. Any other attempted transfer or assignment of rights hereunder shall be null and void ab initio.

14. Notice

Any notice under this agreement shall be given by Hermeris to you via email at the address provided by you to Hermeris at the commencement of this agreement or as Hermeris is subsequently advised. Notice to you at this address is deemed sufficient regardless of your receipt of such email. If you wish to update your email address you should do so by contacting customer service via the Website.

Any notice by you to Hermeris shall be made via email to support@hermeris.com and is effective only upon receipt by Hermeris of any such notice. Hermeris's regular business hours are Monday - Friday 8:00 a.m. to 5:00 p.m. Central Time. Such notice may also be faxed to 866-687-7779 or sent via United States Mail to the following address:

Hermeris, Inc.
4049 Pennsylvania Suite 100
Kansas City, MO 64111

15. Force Majeure

Either party to this agreement shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control, including but not limited to, acts of God, earthquake, labor disputes and strikes, riots, war, and governmental requirements. The obligations and rights of the party so excused shall be extended on a day-to-day basis for the period of time equal to that of the underlying cause of the delay.

16. Severability

If any term, clause or provision hereof is held invalid or unenforceable by a court of competent jurisdiction, such invalidity shall not affect the validity or operation of any other term, clause or provision and such invalid term, clause or provision shall be deemed to be severed from the Agreement.

17. Choice of Law

This Agreement shall be interpreted under the laws of the State of Kansas without regard to any conflict of laws provisions. Any action between the parties to this agreement for the breach of this agreement or any action or claim in any way relating thereto shall be venued in the Superior Court of the State of Kansas, County of Johnson. The parties to this agreement hereby consent to jurisdiction in that court and agree to accept service by mail and hereby waive any defense of any kind related to jurisdiction or venue.

18. No Agency

Notwithstanding any other provision of this agreement, Hermeris is not your agent, partner or joint venturer in any respect. Hermeris is not your attorney or financial advisor and assumes no fiduciary obligation to you.

19. Amendment

Hermeris may without advance notice amend this Agreement from time to time, and will do so by posting the new Agreement on the Hermeris Website in place of the old. Each and every such amendment shall be become effective immediately for all pre-existing and future accounts.