These Terms of Service (these "Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”), and Would USA, Inc. (“Would,” “we,” or “us,” and together with “you,” the “Parties” and each individually, a “Party”), concerning your access to and use of the seewhowould.com website, along with our related websites, hosted applications, mobile or other downloadable applications, as well as any other technology and services provided by us (collectively, the “Services”).
PLEASE READ THE FOLLOWING TERMS CAREFULLY:
BY CLICKING "I ACCEPT," OR BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICES, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICES, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING WOULD'S PRIVACY POLICY. IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICES. YOUR USE OF THE SERVICES, AND WOULD'S PROVISION OF THE SERVICES TO YOU, CONSTITUTES AN AGREEMENT BY WOULD AND BY YOU TO BE BOUND BY THESE TERMS.
If you have any questions about the Services or these Terms please contact us at hello@seewhowould.com.
ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 17 (Dispute Resolution and Arbitration), you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND WOULD ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING.
ACCOUNT ELIGIBILITY; YOUR RESPONSIBILITIES
Before you create an account on Would, ensure you meet the eligibility criteria to use our Services and understand your responsibilities as a user. This section outlines what is expected of you when using our Services, as well as what is prohibited.
You may not create an account or use the Services unless all of the following are true, and by using the Services, you represent and warrant that:
If you cease to meet these requirements at any time, your authorization to access our Services is automatically revoked, and you must delete your account immediately. We reserve the right to terminate your access without notice if we determine you no longer meet these requirements.
You agree to:
You agree not to:
The license granted to you under these Terms and any authorization to access the Services is automatically revoked in the event that you do any of the above.
PROHIBITED CONTENT
Would prohibits sharing content that:
The uploading or sharing of content that violates these Terms ("Prohibited Content") may result in the immediate suspension or termination of your account.
INAPPROPRIATE CONTENT AND MISCONDUCT; REPORTING
Would does not tolerate inappropriate content or behavior on our Services.
We are committed to maintaining a positive and respectful community, and we do not tolerate any inappropriate content or misconduct, whether on or off of the Services (including, but not limited to, on services operated by our affiliates). We encourage you to report any inappropriate Member Content or misconduct by other users. You can report a user through our Support page.
As set forth in our Privacy Policy, we may share data between our affiliates for the safety and security of our users and may take necessary actions if we believe you have violated these Terms, including banning you from our Services and/or our affiliates' services, and/or preventing you from creating new accounts. You understand and agree that we may not share information with you regarding your account if doing so would potentially impair the safety or privacy of our other users.
Member Content is subject to the terms and conditions of Sections 512(c) and/or 512(d) of the Digital Millennium Copyright Act 1998. To submit a complaint regarding Member Content that may constitute intellectual property infringement, see Section 12 (Digital Millennium Copyright Act) below.
PRIVACY
Privacy is important to us. We have a separate policy about it that you should read.
For information about how Would and its affiliates collect, use, and share your personal data, please read our Privacy Policy. By using our Services, you agree that we may use your personal data in accordance with our Privacy Policy.
RIGHTS YOU ARE GRANTED BY WOULD
Would grants you the right to use and enjoy our Services, subject to these Terms.
For as long as you comply with these Terms, Would grants you a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use our Services for purposes as intended by Would and permitted by these Terms and applicable laws. This license and any authorization to access the Service are automatically revoked in the event that you fail to comply with these Terms.
RIGHTS YOU GRANT WOULD
You own all of the content you provide to Would, and we will only use Your Content as outlined in this Agreement to operate and enhance the Services.
By creating an account, you grant to Would USA, Inc. a worldwide, non-exclusive, royalty-free right and license to host, store, and use Your Content solely for the purpose of providing and improving the Services. This includes the ability to:
We will not share your contact data, toggle data, or any other personally identifiable information with third parties except as necessary to operate the Services or as required by law. Your Content will not be made publicly available or used for advertising or promotional purposes without your explicit consent.
In addition, you authorize Would to act on your behalf with respect to unauthorized uses of Your Content taken from our Services by third parties. This includes the authority, but not the obligation, to send notices under applicable intellectual property laws (e.g., DMCA Takedown Notices). Would is not obligated to pursue action against third parties who misuse Your Content.
In consideration for Would allowing you to use our Services, you agree that we may collect and use anonymized or aggregated data derived from Your Content for research and development purposes to improve the Services. This data will not contain information that identifies you or your contacts.
You agree that Would may access, preserve, and disclose your account information and Your Content if required to do so by law or upon a good faith belief that such access, preservation, or disclosure is reasonably necessary to:
(i) comply with legal process;
(ii) enforce these Terms;
(iii) respond to claims that any content violates the rights of third parties;
(iv) respond to your requests for customer service;
(v) protect the rights, property, or personal safety of the Company or any other person; or
(vi) investigate, prevent, or take other action regarding illegal activity, suspected fraud, or other wrongdoing.
PURCHASES AND AUTOMATICALLY RENEWING SUBSCRIPTIONS
You will have the opportunity to purchase products and services from Would. If you purchase a subscription, it will automatically renew - and you will be charged - until you cancel.
Would may offer products and services for purchase through iTunes, Google Play, or other external services authorized by Would (each, an "External Service," and any purchases made thereon, an "External Service Purchase"). Would may also offer products and services for purchase via credit card or other payment processors on the Website or inside the App ("Internal Purchases"). If you purchase a subscription, it will automatically renew until you cancel, in accordance with the terms disclosed to you at the time of purchase, as further described below. If you cancel your subscription, you will continue to have access to your subscription benefits until the end of your subscription period, at which point it will expire.
Because our Services may be utilized without a subscription, canceling your subscription does not remove your profile from our Services. If you wish to fully terminate your account, you must terminate your account.
Would operates a global business, and our pricing varies based on a number of factors. We frequently offer promotional rates - which can vary based on region, length of subscription, bundle size, past purchases, account activity and more. We also regularly test new features and payment options. If you do not timely cancel your subscription, your subscription will be renewed at the full price as indicated when the purchase was made, without any additional action by you, and you authorize us to charge your payment method for these amounts. To the extent permissible by law, we reserve the right, including without prior notice, to limit the available quantity of or discontinue making available any product, feature, service or other offering; to impose conditions on the honoring of any coupon, discount, offer or other promotion; to bar any user from making any transaction; and to refuse to provide any user with any product, service or other offering.
EXTERNAL SERVICE PURCHASES AND SUBSCRIPTIONS
External Service Purchases, including subscriptions, may be processed through the External Service, in which case those purchases must be managed through your External Service Account. Subscriptions automatically renew until you cancel.
When making a purchase on the Service, you may have the option to pay through an External Service, such as with your Apple ID or Google Play account ("your External Service Account"), and your External Service Account will be charged for the purchase in accordance with the terms disclosed to you at the time of purchase and the general terms applicable to your External Service Account. Some External Services may charge you sales tax, depending on where you live, which may change from time to time.
If your External Service Purchase includes an automatically renewing subscription, your External Service Account will continue to be periodically charged for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, the subscription will automatically continue for the price and time period you agreed to when subscribing. If you received a discounted promotional offer, your price may go up per the terms of that offer following the initial subscription period for any subsequent renewal period.
To cancel a subscription: If you do not want your subscription to renew automatically, or if you want to change or terminate your subscription, you must log in to your External Service Account and follow instructions to manage or cancel your subscription, even if you have otherwise deleted your account with us or if you have deleted the App from your device. For example, if you subscribed using your Apple ID, cancellation is handled by Apple, not Would. To cancel a purchase made with your Apple ID, go to Settings within the app , and follow the instructions to cancel. You can also request assistance at Apple Support.
Similarly, if you subscribed on Google Play, cancellation is handled by Google. To cancel a purchase made through Google Play, launch the Google Play app on your mobile device and navigate to Settings. You can also request assistance at Google Play. If you cancel a subscription, you may continue to use the canceled service until the end of your then-current subscription term. The subscription will not be renewed when your then-current term expires.
If you initiate a chargeback or otherwise reverse a payment made with your External Service Account, Would may terminate your account immediately in its sole discretion, on the basis that you have determined that you do not want a Would subscription. In the event that your chargeback or other payment reversal is overturned, please contact Customer Care. Would will retain all funds charged to your External Service Account until you cancel your subscription through your External Service Account. Certain users may be entitled to request a refund.
INTERNAL PURCHASES AND SUBSCRIPTIONS
Internal Purchases, including subscriptions, are processed using the Payment Method you provide on the Website or App. Subscriptions automatically renew until you cancel.
If you make an Internal Purchase, you agree to pay the prices displayed to you for the Services you've selected as well as any sales or similar taxes that may be imposed on your payments (and as may change from time to time), and you authorize Would to charge the payment method you provide (your "Payment Method"). Would may correct any billing errors or mistakes even if we have already requested or received payment. If you initiate a chargeback or otherwise reverse a payment made with your Payment Method, Would may terminate your account immediately in its sole discretion, on the basis that you have determined that you do not want a Would subscription. In the event that your chargeback or other payment reversal is overturned, please contact Customer Service.
If your Internal Purchase includes an automatically renewing subscription, your Payment Method will continue to be periodically charged for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for the price and time period you agreed to when subscribing, until you cancel.
To cancel a subscription, log in to the Website or App and go to the Account section. If you cancel a subscription, you may continue to use the cancelled service until the end of your then-current subscription term. The subscription will not be renewed when your then-current term expires.
You may edit your Payment Method information by using the Settings tool and following the link to let your upgrade expire. If a payment is not successfully processed, due to expiration, insufficient funds, or otherwise, you remain responsible for any uncollected amounts and authorize us to continue billing the Payment Method, as it may be updated. This may result in a change to your payment billing dates.
In addition, you authorize us to obtain updated or replacement expiration dates and card numbers for your credit or debit card as provided by your credit or debit card issuer. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer, or other provider of your chosen Payment Method. If you reside outside of the Americas, you agree that your payment to Would may be through MTCH Technology Services Limited. Certain users may be entitled to request a refund. See Section 8d below for more information.
REFUNDS
Generally, all purchases are nonrefundable. Special terms for refunds apply in the EU, EEA, UK, Switzerland, Korea, and Israel. Special terms for refunds also apply in Arizona, California, Colorado, Connecticut, Illinois, Iowa, Minnesota, New York, North Carolina, Ohio, Rhode Island, and Wisconsin.
Generally, all purchases are final and nonrefundable, and there are no refunds or credits for partially used periods, except if the laws applicable in your jurisdiction provide for refunds.
For subscribers residing in the EU, EEA, UK, and Switzerland:
In accordance with local law, you are entitled to a full refund during the 14 days after the subscription begins. Please note that this 14-day period commences when the subscription starts.
For subscribers residing in Germany:
You may terminate your subscription after it has renewed with a notice period of one month. Your right to terminate for cause remains unaffected.
For subscribers residing in the Republic of Korea:
in accordance with local law, you are entitled to a full refund of your subscription during the 7 days following the purchase. Please note that this 7-day period commences upon the purchase.
For subscribers residing in Arizona, California, Colorado, Connecticut, Illinois, Iowa, Minnesota, New York, North Carolina, Ohio, Rhode Island, Wisconsin and Israel:
Your Right to Cancel - You may cancel your subscription, without penalty or obligation, at any time prior to midnight of the third business day following the date you subscribed. In the event that you die before the end of your subscription period, your estate shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your death. In the event that you become disabled (such that you are unable to use our Services) before the end of your subscription period, you shall be entitled to a refund of that portion of any payment you had made for your subscription which is allocable to the period after your disability by providing the Company notice in the same manner as you request a refund as described below.
If any of the above apply to you and you subscribed using your Apple ID, your refund requests are handled by Apple, not Would. To request a refund, please contact your External Service directly; for example using your Apple device, go to Settings → iTunes & App Stores → [click on your Apple ID] → View Apple ID → Purchase History. Find the transaction and select "Report a Problem." You can also request a refund at Apple Support. For any other purchase, please contact Would Customer Service with your order number (see your confirmation email) by e-mailing hello@seewhowould.com
ACCOUNT TERMINATION
If you no longer wish to use our Services, or if we terminate your account for any reason, here's what you need to know.
You can delete your account at any time by logging into the Website or App, going to "Settings", clicking "Delete Account", and following the instructions to complete the deletion process. However, you will need to cancel / manage any External Service Purchases through your External Service Account (e.g., iTunes, Google Play) to avoid additional billing.
Would reserves the right to investigate and, if appropriate, suspend or terminate your account without a refund if Would believes that you have violated these Terms, misused our Services, or behaved in a way that Would regards as inappropriate or unlawful, on or off our Services. We reserve the right to make use of any personal, technological, legal, or other means available to enforce the Terms, at any time without liability and without the obligation to give you prior notice, including, but not limited to, preventing you from accessing the Services.
If your account is terminated by you or by Would for any reason, these Terms continue and remain enforceable between you and Would, and you will not be entitled to any refund for purchases made. Your information will be maintained and deleted in accordance with our Privacy Policy.
NO CRIMINAL BACKGROUND OR IDENTITY VERIFICATION CHECKS
Would does not conduct criminal background or identity verification checks on its users. Though Would strives to encourage a respectful user experience, it is not responsible for the conduct of any user on or off the Service. Use your best judgment when interacting with others and review our Safety Tips.
YOU UNDERSTAND THAT WOULD DOES NOT CONDUCT CRIMINAL BACKGROUND OR IDENTITY VERIFICATION CHECKS ON ITS USERS OR OTHERWISE INQUIRE INTO THE BACKGROUND OF ITS USERS. Would MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT, IDENTITY, HEALTH, PHYSICAL CONDITION, INTENTIONS, LEGITIMACY, OR VERACITY OF USERS. Would RESERVES THE RIGHT TO CONDUCT - AND YOU AUTHORIZE WOULD TO CONDUCT - ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME USING AVAILABLE PUBLIC RECORDS, AND YOU AGREE THAT ANY INFORMATION YOU PROVIDE MAY BE USED FOR THAT PURPOSE. IF THE COMPANY DECIDES TO CONDUCT ANY SCREENING THROUGH A CONSUMER REPORTING AGENCY, YOU HEREBY AUTHORIZE THE COMPANY TO OBTAIN AND USE A CONSUMER REPORT ABOUT YOU TO DETERMINE YOUR ELIGIBILITY UNDER THESE TERMS.
YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. WE CANNOT AND DO NOT GUARANTEE YOUR SAFETY AND ARE NOT A SUBSTITUTE FOR FOLLOWING THE SAFETY TIPS AND OTHER SENSIBLE SAFETY PRECAUTIONS. ALWAYS USE YOUR BEST JUDGMENT AND TAKE APPROPRIATE SAFETY PRECAUTIONS WHEN COMMUNICATING WITH OR MEETING NEW PEOPLE. COMMUNICATIONS RECEIVED THROUGH THE SERVICE, INCLUDING AUTOMATIC NOTIFICATIONS SENT BY Would, MAY RESULT FROM USERS ENGAGING WITH THE SERVICE FOR IMPROPER PURPOSES, INCLUDING FRAUD, ABUSE, HARASSMENT, OR OTHER SUCH IMPROPER BEHAVIOR.
Though Would strives to encourage a respectful user experience, it is not responsible for the conduct of any user on or off the Service. You agree to use caution in all interactions with other users, particularly if you decide to communicate off the Service or meet in person.
DISCLAIMER
Would's Services are provided "as is" and we do not make, and cannot make, any representations about the content or features of our Services or Member Content.
WOULD PROVIDES OUR SERVICES ON AN "AS IS" AND "AS AVAILABLE" BASIS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, GRANTS NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE WITH RESPECT TO OUR SERVICES (INCLUDING ALL CONTENT CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WOULD DOES NOT REPRESENT OR WARRANT THAT (A) OUR SERVICES WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE, (B) ANY DEFECTS OR ERRORS IN OUR SERVICES WILL BE DISCOVERED OR CORRECTED, OR (C) THAT ANY CONTENT OR INFORMATION YOU OBTAIN ON OR THROUGH OUR SERVICES WILL BE ACCURATE, COMPLETE, CURRENT OR APPROPRIATE FOR YOUR PURPOSES. FURTHERMORE, WOULD MAKES NO GUARANTEES AS TO THE NUMBER OF ACTIVE USERS AT ANY TIME; USERS' ABILITY OR DESIRE TO COMMUNICATE WITH OR MEET YOU, OR THE ULTIMATE COMPATIBILITY WITH OR CONDUCT BY USERS YOU MEET THROUGH THE SERVICES.
WOULD ASSUMES NO RESPONSIBILITY FOR ANY CONTENT THAT YOU OR ANOTHER USER OR THIRD PARTY POSTS, SENDS, RECEIVES, OR ACTS ON THROUGH OUR SERVICES, NOR DOES WOULD ASSUME ANY RESPONSIBILITY FOR THE IDENTITY, INTENTIONS, LEGITIMACY, OR VERACITY OF ANY USERS WITH WHOM YOU MAY COMMUNICATE WITH THROUGH WOULD. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK. WOULD IS NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE, COMPUTER SOFTWARE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, BUT WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, HACKING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE, OR ANY OTHER TECHNICAL OR OTHER DISRUPTION OR MALFUNCTION.
DIGITAL MILLENNIUM COPYRIGHT ACT
We take copyright infringement very seriously. We ask you to help us to ensure we address it promptly and effectively.
Would has adopted the following policy towards copyright infringement in accordance with the Digital Millennium Copyright Act (the "DMCA"). If you believe any Member Content or Our Content infringes upon your intellectual property rights, please submit a notification alleging such infringement ("DMCA Takedown Notice") including the following:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works;
Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the service provider to locate the material;
Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
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; and
A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.
Any DMCA Takedown Notices should be sent to hello@seewhowould.com.
Would will terminate the accounts of repeat infringers.
ADS AND THIRD-PARTY CONTENT
You may see ads and third-party promotions on our Services. Would does not endorse and isn't responsible for your interactions with those products or services.
Our Services may contain advertisements and promotions offered by third parties and links to other websites or resources. Would may also provide non-commercial links or references to third parties within its content. Would is not responsible for the availability (or lack of availability) of any external websites or resources or their content. Furthermore, Would is not responsible for, and does not endorse, any products or services that may be offered by third-party websites or resources. If you choose to interact with the third parties made available through our Services, such party's terms will govern their relationship with you. Would is not responsible or liable for such third parties' terms or actions.
LIMITATION OF LIABILITY
Would's liability is limited to the maximum extent allowed by applicable law.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WOULD, ITS AFFILIATES, EMPLOYEES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, PUNITIVE, FIXED, OR ENHANCED DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (I) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES, (II) THE CONDUCT OR CONTENT OF ANY USERS OR THIRD PARTIES ON OR THROUGH ANY OF OUR AFFILIATES' SERVICES OR IN CONNECTION WITH THE SERVICES; OR (III) ANY UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR CONTENT, EVEN IF WOULD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WOULD'S AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE GREATER OF (A) $100 USD OR (B) THE AMOUNT PAID, IF ANY, BY YOU TO WOULD FOR THE SERVICES DURING THE TWENTY-FOUR (24) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THAT YOU FIRST FILE A LAWSUIT, ARBITRATION OR ANY OTHER LEGAL PROCEEDING AGAINST WOULD, WHETHER STATUTORY, IN LAW OR IN EQUITY, IN ANY TRIBUNAL. THE DAMAGES LIMITATION SET FORTH IN THE IMMEDIATELY PRECEDING SENTENCE APPLIES (i) REGARDLESS OF THE GROUND UPON WHICH LIABILITY IS BASED (WHETHER DEFAULT, CONTRACT, TORT, STATUTE, OR OTHERWISE), (ii) IRRESPECTIVE OF THE TYPE OF BREACH OF RIGHTS, PRIVILEGES, OR OBLIGATIONS, AND (iii) WITH RESPECT TO ALL EVENTS, THE SERVICE, AND THIS AGREEMENT.
THE LIMITATION OF LIABILITY PROVISIONS SET FORTH IN THIS SECTION 14 SHALL APPLY EVEN IF YOUR REMEDIES UNDER THIS AGREEMENT FAIL WITH RESPECT TO THEIR ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.
DISPUTE RESOLUTION SECTION
In the unlikely event that we have a legal dispute, here is how the Parties agree to proceed, except where prohibited by applicable law.
Any Subsection in this Dispute Resolution Section that is prohibited by law shall not apply to the users residing in that jurisdiction, which shall not apply to users residing within the EU, EEA, UK, or Switzerland. The online dispute settlement platform of the European Commission is available at Online Dispute Resolution | European Commission. Would does not take part in dispute settlement procedures in front of a consumer arbitration entity for users residing in the EU, EEA, UK, or Switzerland.
INFORMAL DISPUTE RESOLUTION SECTION
If you are dissatisfied with our Services for any reason, please contact Would Customer Service first so we can try to resolve your concerns without the need of outside assistance. If you choose to pursue a dispute, claim or controversy against Would, these terms will apply. For purposes of this Dispute Resolution Process and Arbitration Procedures set forth in the above section, "Would" shall include our affiliates, employees, licensors, and service providers.
Would values its relationship with you and appreciates the mutual benefit realized from informally resolving Disputes. "Dispute" is any dispute, claim, or controversy between you and Would that arises from or related in any way to this Agreement (including any alleged breach of this Agreement), the Service, or our relationship with you. "Dispute" as used in this Agreement shall have the broadest possible meaning and include claims that arose before the existence of this or any prior Agreement and claims that arise during the term of this Agreement or after the termination of this Agreement (unless this Agreement is superseded by a subsequent Agreement entered into by you and Would). If you have a Dispute with Would ("Your Dispute"), before formally pursuing Your Dispute in arbitration or small claims court, you agree to first send a detailed notice ("Notice") to hello@seewhowould.com. However, if Your Dispute includes individual claims of sexual assault or sexual harassment occurring in connection with your use of the Services, then you are not required to send a Notice before pursuing your claims in accordance with Section 17. If Would has a Dispute with you ("Would's Dispute"), Would agrees to first send a Notice to you at your most recent email address on file with us, or if no email address is on file, other contact information associated with your account. Your Notice must contain all of the following information: (1) your full name; (2) information that enables Would to identify your account, including a picture or screenshot of your profile, mobile phone number, or email address you used to register your account if any; and (3) a detailed description of your Dispute, including the nature and factual basis of your claim(s) and the relief you are seeking with a corresponding calculation of your alleged damages (if any). You must personally sign this Notice for it to be effective. Would's Dispute Notice must likewise set forth a detailed description of Would's Dispute, which shall include the nature and factual basis of its claim(s) and the relief it is seeking, with a corresponding calculation of our damages (if any). You and Would agree to then negotiate in good faith in an effort to resolve the Dispute. As part of these good faith negotiations, Would may request a telephone conference with you to discuss Your Dispute, and you agree to personally participate, with your attorney if you're represented by counsel. Likewise, you may request a telephone conference to discuss Would's Dispute with you, and Would agrees to have one representative participate. (For the avoidance of doubt, Would's termination of your account, as set forth in Section 4 above, is not Would's Dispute with you.) This informal process should lead to a resolution of the Dispute. However, if the Dispute is not resolved within 60 days after receipt of a fully completed Notice and the Parties have not otherwise mutually agreed to an extension of this informal dispute resolution time period, you or Would may initiate an arbitration (subject to a Party's right to elect small claims court as provided below).
Completion of this informal dispute resolution is a condition precedent to filing any demand for arbitration or small claims court action (except for individual claims of sexual assault or sexual harassment occurring in connection with your use of the Services). Failure to do so is a breach of this Agreement. The statute of limitations and any filing fee deadlines will be tolled while you and Would engage in this informal dispute resolution process. Unless prohibited by applicable law, the arbitration provider, National Arbitration and Mediation ("NAM"), shall not accept or administer any demand for arbitration and shall administratively close any arbitration unless the Party bringing such demand for arbitration can certify in writing that the terms and conditions of this informal dispute resolution process were fully satisfied. A court of competent jurisdiction shall have authority to enforce this provision and to enjoin any arbitration proceeding or small claims court action accordingly.
All offers, promises, conduct, and statements made in the course of the informal dispute resolution process by any party, its agents, employees, and attorneys are confidential and not admissible for any purpose in any subsequent proceeding (except to the extent required to certify in writing that the Party met the requirements of this informal dispute resolution process before commencing a NAM arbitration), provided that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable.
INDIVIDUAL RELIEF: CLASS ACTION AND JURY TRIAL WAIVER
TO THE FULLEST EXTENT ALLOWABLE BY LAW, YOU AND WOULD EACH WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO LITIGATE DISPUTES IN COURT IN FAVOR OF INDIVIDUAL ARBITRATION (EXCEPT FOR SMALL CLAIMS COURT OR FOR INDIVIDUAL CLAIMS OF SEXUAL ASSAULT OR SEXUAL HARASSMENT OCCURING IN CONNECTION WITH YOUR USE OF THE SERVICES, AS PROVIDED HEREIN). YOU AND WOULD EACH WAIVE THE RIGHT TO FILE OR PARTICIPATE IN A CLASS ACTION AGAINST THE OTHER OR OTHERWISE TO SEEK RELIEF ON A CLASS BASIS, INCLUDING ANY CURRENTLY PENDING ACTIONS AGAINST WOULD. TO THE FULLEST EXTENT ALLOWABLE BY LAW, THERE SHALL BE NO RIGHT OR AUTHORITY FOR ANY CLAIMS TO BE ARBITRATED OR LITIGATED ON A CLASS, COLLECTIVE, REPRESENTATIVE, CONSOLIDATED, OR PRIVATE ATTORNEY GENERAL BASIS. THE ARBITRATOR CAN AWARD THE SAME RELIEF AVAILABLE IN COURT PROVIDED THAT THE ARBITRATOR MAY ONLY AWARD FINAL RELIEF (INCLUDING INJUNCTIVE OR DECLARATORY RELIEF) IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE FINAL RELIEF WARRANTED BY THAT INDIVIDUAL PARTY'S CLAIM. THE ARBITRATOR MAY NOT AWARD FINAL RELIEF FOR, AGAINST, OR ON BEHALF OF ANYONE WHO IS NOT A PARTY TO THE ARBITRATION ON A CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL BASIS. IF A COURT DETERMINES THAT ANY OF THESE PROHIBITIONS IN THIS PARAGRAPH ARE UNENFORCEABLE AS TO A PARTICULAR CLAIM OR REQUEST FOR RELIEF (SUCH AS A REQUEST FOR PUBLIC INJUNCTIVE RELIEF), AND ALL APPEALS OF THAT DECISION ARE AFFIRMED AND SUCH DECISION BECOMES FINAL, THEN YOU AND WOULD AGREE THAT THAT PARTICULAR CLAIM OR REQUEST FOR RELIEF SHALL PROCEED IN COURT BUT SHALL BE STAYED PENDING INDIVIDUAL ARBITRATION OF THE REMAINING CLAIMS FOR RELIEF THAT YOU HAVE BROUGHT. IF THIS SPECIFIC PARAGRAPH IS FOUND TO BE UNENFORCEABLE, THEN THE ENTIRETY OF THIS ARBITRATION PROVISION (EXCEPT FOR THE JURY TRIAL WAIVER AND THE INFORMAL DISPUTE RESOLUTION PROCESS) SHALL BE NULL AND VOID. THIS PARAGRAPH IS AN ESSENTIAL PART OF THIS ARBITRATION AGREEMENT.
DISPUTE RESOLUTION THROUGH ARBITRATION OR SMALL CLAIMS COURT
Any Dispute (that is not resolved informally by Would Customer Service or as provided under subsection above) shall be exclusively resolved through BINDING INDIVIDUAL ARBITRATION except as specifically provided otherwise in this Dispute Resolution Section. Notwithstanding the foregoing, either you or Would may elect to have an individual claim heard in small claims court, and individual claims of sexual assault or sexual harassment occurring in connection with your use of the Services may be brought in accordance with Section 17. If the request to proceed in small claims court is made after an arbitration has been initiated but before an arbitrator has been appointed, such arbitration shall be administratively closed by the arbitration provider (e.g., NAM). Any controversy over the small claims court's jurisdiction shall be exclusively determined by such small claims court. No determinations made by a small claims court shall have preclusive effect in any proceeding involving Would and anyone other than you. In the event such small claims court specifically determines that it is without jurisdiction to hear the Dispute, you and Would shall arbitrate the Dispute under the terms of this Agreement. All other issues (except as otherwise provided herein) are exclusively for the Arbitrator to decide, including but not limited to scope and enforceability of this Dispute Resolution Section and including questions of arbitrability, any request to proceed in small claims court that is made after an arbitrator has been appointed, and any dispute as to whether either Party is in breach or default of the Dispute Resolution Section or has explicitly or implicitly waived the right to arbitrate. If you or Would challenges the small claims court election in your Dispute, and a court of competent jurisdiction determines that the small claims court election is unenforceable, then such election shall be severed from this Agreement as to your Dispute. However, such court determination shall not be considered or deemed binding or have preclusive effect with respect to any proceeding involving Would and anyone other than you.
Any court proceeding to enforce this Dispute Resolution Section 15, including any proceeding to confirm, modify, or vacate an arbitration award, must be commenced in accordance with Section 17. In the event Dispute Resolution Section 15 is for any reason held to be unenforceable, any litigation against Would (except for small claims court actions) may be commenced only in the federal or state courts located in Dallas County, Texas. You hereby irrevocably consent to those courts' exercise of personal jurisdiction over you for such purposes and waive any claim that such courts constitute an inconvenient forum.
GOVERNING LAW
These Terms are governed by and construed in accordance with the laws of the Delaware without regard to its conflict of law principles. You and Would submit to the personal and exclusive jurisdiction of the state and federal courts located within New Castle County, Delaware for resolution of any lawsuit or court proceeding permitted under these Terms.
INDEMNITY BY YOU
You agree to indemnify Would if a claim is made against Would due to your actions.
You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless Would, our affiliates, and their and our respective officers, directors, agents, and employees from and against any and all complaints, demands, claims, damages, losses, costs, liabilities, and expenses, including attorney's fees, due to, arising out of, or relating in any way to your access to or use of our Services, Your Content, your conduct toward other users, or your breach of this Agreement. SOME JURISDICTIONS DO NOT ALLOW INDEMNIFICATION, SO SOME OR ALL OF THIS SECTION MAY NOT APPLY TO YOU.
ACCEPTANCE OF TERMS
By using our Services, you accept the Terms of this Agreement.
By using our Services, whether through a mobile device, mobile application, or computer, you agree to be bound by (i) these Terms, which we may amend from time to time, (ii) our Privacy Policy, Cookie Policy, Community Guidelines and Safety Tips (iii) any Additional Terms Upon Purchase. If you do not accept and agree to be bound by all of the terms of this Agreement, you are not entitled to use our Services.
All pronouns and any variations thereof shall be deemed to refer to the masculine, feminine, neuter, singular or plural as the identity of the entities or persons referred to any require.
ENTIRE AGREEMENT
This Agreement supersedes any previous agreements or representations.
These Terms, with the Privacy Policy, and any Additional Terms Upon Purchase, contain the entire agreement between you and Would regarding the use of our Services. The Terms supersede all previous agreements, representations, and arrangements between us, written or oral. If any provision of these Terms is held invalid, illegal, or otherwise unenforceable, the remainder of the Terms shall continue in full force and effect. The failure of the Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. You agree that your Would account is non-transferable and all of your rights to your account and its content terminate upon your death, unless otherwise provided by law. Any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction. No agency, partnership, joint venture, fiduciary or other special relationship or employment is created as a result of these Terms, and you may not make any representations on behalf of or bind Would in any manner.