Terms and Conditions
1: INTRODUCTION
Welcome to Woopdo! Woopdo Inc. (“WOOPDO”, “we”, “us” or “our”) provides an online platform that enables you to create, share, and participate in real-life experiences with friends and members of the Woopdo community. Our platform includes our website, mobile application, and any other products, services, features, technologies, or functionalities offered by Woopdo from time to time (collectively, the “Services”).
These Terms and Conditions (the “Terms”) govern your access and use of the Services, so please read them carefully before using the Services. By downloading, accessing or using the Services, you agree to be bound by these Terms, which establish a contractual relationship between you and Woopdo. If you do not agree to these Terms, you may not access or use the Services.
Please note that we reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
If you continue to use the Services after any changes to these Terms become effective, then you agree to be bound by the revised Terms. If you do not agree to the new Terms, please stop using the Services.
2: USE OF WOOPDO PLATFORM AND SERVICES
This section outlines the terms and conditions governing your use of the Woopdo platform and Services.
2.1 Eligibility
To use the Woopdo platform and services, you must be at least 18 years old or the age of majority in your jurisdiction, whichever is higher, and have the legal capacity to enter into these terms and conditions. By using the Woopdo platform and Services, you represent and warrant that you meet these eligibility requirements.
2.2 License to Use the Woopdo Platform and Services
Subject to your compliance with these terms and conditions, Woopdo grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Woopdo platform and Services for your personal, non-commercial use only. You may not use the Woopdo platform and Services for any other purpose without the prior written consent of Woopdo.
2.3 User Content
You are solely responsible for any content, including text, images, videos, and other materials (collectively, "User Content"), that you upload, post, publish, or otherwise make available on the Woopdo platform and Services. You represent and warrant that you have all necessary rights to use and authorize the use of any User Content you submit to the Woopdo platform and Services and that such User Content does not violate or infringe the rights of any third party.
2.4 Prohibited Conduct
You agree not to use the Woopdo platform and Services to:
- Engage in any activity that is illegal or violates any applicable laws or regulations;
- Infringe or violate the intellectual property rights, privacy rights, or other rights of any third party;
- Transmit any viruses, malware, or other harmful code or content;
- Use any automated system or software, such as scripts, bots, or spiders, to access, scrape, or crawl the Woopdo platform and services;
- Attempt to interfere with or disrupt the Woopdo platform and services or servers or networks connected to the Woopdo platform and services;
- Use the Woopdo platform and services to harass, abuse, or harm any other person or entity;
- Impersonate any person or entity or falsely state or misrepresent your affiliation with any person or entity;
- Collect or store any personal information about other users of the Woopdo platform and services without their express consent; or
- Violate any of these terms and conditions or any other agreement you have with Woopdo.
2.5 Suspension and Termination
Woopdo reserves the right to suspend or terminate your access to the Woopdo platform and Services at any time, without notice and for any reason, including if you violate any of these terms and conditions or engage in any activity that Woopdo, in its sole discretion, believes is illegal or harmful to the Woopdo platform and services or other users.
2.6 Changes to the Woopdo Platform and Services
Woopdo reserves the right to modify, update, or discontinue the Woopdo platform and Services at any time, without notice and for any reason, including to improve functionality, security, or user experience.
3: OWNERSHIP OF CONTENT AND GRANT OF LICENSES
At Woopdo, we respect your ownership of the content you make available on our platform. If you own the intellectual property rights in the content, then these Terms do not change that.
However, to provide the platform, we need certain rights from you in the form of a license. By creating, posting, or otherwise making content available on our platform, you grant Woopdo a non-exclusive, royalty-free, transferable, sub-licensable, and worldwide license to use your content for the purpose of operating, developing, and providing the platform, subject to your platform settings. This license includes the right to reproduce, adapt, make derivative works, perform, and communicate your content to the public.
You also grant each user of the platform a non-exclusive, royalty-free, and worldwide license to access and use your content, subject to your platform settings, for entertainment purposes, including to reproduce, adapt, make derivative works, perform, and communicate your content to the public.
Your license to Woopdo and to users ends when you close your account or when you or we remove your content from the platform in accordance with these Terms. However, due to the nature of the platform and our legal obligations, the license granted will continue after you have removed your content to the extent that:
- you have allowed other users to use or reuse your content via your platform settings
- we are obliged to store or process your content for legal reasons
If you submit comments, ideas, or feedback to us, you agree that we are free to use them for the purposes of operating, developing, improving, and providing the platform without compensation to you.
In short, you retain ownership of the content you post on the platform, but by posting it, you grant us and other users the right to use and share it.
4: ASSUMPTION OF RISKS, RELEASE AND WAIVER
You understand and acknowledge that the Woop(s) you sign up to do may be hazardous and may carry the risk of injury or illness, including sickness, physical injury, property damage, disability, permanent paralysis, and death.
You acknowledge and agree that:
- You have reasonably assessed the risks involved in the Woop(s) and have made an informed and voluntary choice to participate.
- You alone, and not your Organizer(s), are responsible for determining your fitness for participating in the Woop(s) and your ability to fully understand any directions or warnings presented.
- You will not participate in any Woop(s) when you have a physical, medical, or mental limitation or disability, or when you are aware or should reasonably be aware of any factors that may limit or prevent you from safely participating in that Woop(s).
- You will act reasonably and responsibly and will comply with any provided and customary conditions, directions, and/or precautions for participation in the Woop(s). If you notice any hazard during a Woop, you will stop participating in the Woop immediately.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU RELEASE AND PROMISE NOT TO SUE YOUR HOST(S) FOR ANY CLAIMS, DEMANDS, CAUSES OF ACTION, LOSSES (WHETHER ECONOMIC OR NON-ECONOMIC), DAMAGES, EXPENSES, COSTS OR LIABILITY OF ANY NATURE WHATSOEVER ARISING FROM OR IN CONNECTION WITH YOUR WOOP(S) AND/OR TRIP, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY.
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, YOU KNOWINGLY, VOLUNTARILY AND FREELY ASSUME ALL RISKS, BOTH KNOWN AND UNKNOWN, OF PARTICIPATING IN EACH WOOP, INCLUDING EACH EXPERIENCE IN YOUR WOOP EXPERIENCE, EVEN IF THOSE RISKS ARISE FROM THE NEGLIGENCE OR CARELESSNESS OF THE ORGANIZERS OR OTHERS, OR DEFECTS IN THE EQUIPMENT, PREMISES, OR FACILITIES USED DURING THE WOOP, OR OTHERWISE, AND YOU ASSUME FULL RESPONSIBILITY FOR PARTICIPATION IN THE WOOP.
5: LIABILITY AND INDEMNIFICATION
5.1 User Responsibility
You are solely responsible for your use of the Woopdo platform and services, including any User Content you upload, post, publish, or otherwise make available. You agree to indemnify, defend, and hold harmless Woopdo, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:
- Your use of and access to the Woopdo platform and services;
- Your User Content;
- Your violation of any term of these terms and conditions;
- Your violation of any third-party right, including without limitation any copyright, property, or privacy right;
- Any claim that your User Content caused damage to a third party; or
- Any activities that occur under your account or password.
5.2 Disclaimer of Warranties
Woopdo makes no representation, warranty, or guarantee that the Woopdo platform and services will meet your requirements or expectations, or that they will be error-free, uninterrupted, or available at all times. Woopdo disclaims all warranties, whether express, implied, or statutory, regarding the Woopdo platform and services, including any implied warranties of merchantability, fitness for a particular purpose, or non-infringement.
5.3 Limitation of Liability
In no event shall Woopdo, its affiliates, officers, directors, employees, agents, or licensors be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including without limitation, damages for loss of profits, goodwill, use, data, or other intangible losses, arising out of or in connection with these terms and conditions, the use or inability to use the Woopdo platform and services, or any other matter relating to the Woopdo platform and services. Woopdo's total liability to you for all claims arising from or relating to the Woopdo platform and services or these terms and conditions shall not exceed the amount paid by you to Woopdo, if any, for access to or use of the Woopdo platform and services.
5.4 Indemnification Process
Woopdo reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Woopdo, and you agree to cooperate with Woopdo's defense of these claims. You agree not to settle any matter without the prior written consent of Woopdo. Woopdo will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
5.5 Exclusions and Limitations
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and disclaimers may not apply to you. To the extent that Woopdo may not, as a matter of applicable law, disclaim any warranty or limit its liability as set forth herein, the scope and duration of such warranty and the extent of Woopdo's liability shall be the minimum permitted under such applicable law.
6: INTELLECTUAL PROPERTY
The content on the Woopdo platform and Services, including but not limited to text, graphics, images, logos, button icons, software, and audio clips (collectively referred to as "Content"), is the property of Woopdo or its licensors and is protected by United States and international copyright, trademark, and patent laws.
You acknowledge and agree that all trademarks, service marks, trade names, and logos displayed on the Woopdo platform and Services, including but not limited to the Woopdo name and logo, are the property of Woopdo or their respective owners and may not be used without prior written permission from Woopdo or the owner of such trademark or logo.
Unless authorized herein, you may not copy, reproduce, modify, distribute, transmit, display, perform, publish, license, create derivative works from, transfer, or sell any Content or other intellectual property on the Woopdo platform and Services without the prior written consent of Woopdo or the owner of such intellectual property.
You acknowledge and agree that any unauthorized use of the Content or other intellectual property on the Woopdo platform and Services may violate applicable copyright, trademark, or other intellectual property laws or regulations.
Woopdo respects the intellectual property rights of others and expects its users to do the same. If you believe that any Content or other material on the Woopdo platform and services infringes upon your intellectual property rights, you may submit a notification to Woopdo's designated agent in accordance with the Digital Millennium Copyright Act ("DMCA") by providing the following information:
- Identification of the intellectual property that you claim has been infringed, including the specific location on the Woopdo platform and services where the material is located;
- Your contact information, including your name, address, telephone number, and email address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the owner of the intellectual property, its agent, or the law;
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of the intellectual property that is allegedly infringed; and
- Your physical or electronic signature.
Woopdo's designated agent for receiving notifications of claimed infringement can be reached at the following address: team@woopdo.com
Woopdo reserves the right to remove any Content or other material on the Woopdo platform and Services that infringes upon the intellectual property rights of others, and to terminate the accounts of users who repeatedly infringe upon such rights.
7: OTHER
7.1 Applicable Law
These terms and conditions shall be governed by and construed in accordance with the laws of the state of California, without giving effect to any principles of conflicts of law.
7.2 Dispute Resolution
Any disputes arising out of or in connection with these terms and conditions shall be resolved through arbitration in accordance with the rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
7.3 Modifications
Woopdo reserves the right to modify or update these terms and conditions at any time, without prior notice to you. Your continued use of the Woopdo platform and services after any such modifications or updates shall constitute your acceptance of the revised terms and conditions.
7.4 Notification
Woopdo may provide notice of any changes to these terms and conditions by posting the updated version on the Woopdo platform and services or by sending you an email to the email address associated with your account.
