WigWag Terms of Use

This applies to all WigWag Services
Last Modified July 17, 2015

Terms of Use

Welcome To WigWag!

Thanks for using our products and services. By accessing or using the WigWag Services (as defined below) you are agreeing to these Terms of Use (collectively, the “Terms” or “Terms of Use” or “Agreement”). Please read them carefully. We are required to tell you that if you don’t agree to the terms below, you cannot access or use the WigWag Services in any manner.

PLEASE READ THESE TERMS OF USE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE VARIOUS LIMITATIONS AND EXCLUSIONS, AND A DISPUTE RESOLUTION CLAUSE THAT GOVERNS HOW DISPUTES WILL BE RESOLVED.

This Terms of Use covers all of the WigWag Services, which includes, but is not limited to, wigwag.com (the “Site”), WigWag Talk, WigWag Cloud Services, deviceJS, the WigWag mobile applications (the “WigWag App”), the WigWag Online Store, the Kickstarter backer payment/calculator systems (“KickStarter”) and our other applications and services, collectively referred to as the “WigWag Services”.

The WigWag Services are provided by WigWag, Inc. (referred to herein together with its affiliates as “WigWag”, “us”, “we” or the “Company”), a Delaware Corporation, located at 4009 Banister Lane, Suite 200, Austin, TX 78704, United States. This Site and the WigWag Services are controlled by WigWag.

You may only use the WigWag Services according to the WigWag Code of Conduct (as defined below) and as permitted by law, including applicable export and re-export control laws and regulations. We may suspend or stop providing the WigWag Services to you if you do not comply with our terms or the WigWag Code of Conduct or policies or if we are investigating suspected misconduct.

Privacy

Your privacy is important to us. Please read the WigWag Privacy Policy as this explains how WigWag collects and uses information at its website located at www.wigwag.com, at any other of the WigWag Services, and on third party affiliate websites.

The Children’s Online Privacy Protection Act (“COPPA”) requires that online service providers obtain parental consent before they knowingly collect personally identifiable information online from children who are under 13. We do not knowingly collect or solicit personally identifiable information from children under 13; if you are a child under 13, please do not attempt to register for the WigWag Services or send any personal information about yourself to us. If we learn we have collected personal information from a child under 13, we will delete that information as quickly as possible. If you believe that a child under 13 may have provided us personal information, please contact us at legal@wigwag.com.

WigWag Code of Conduct

By agreeing to these Terms, you’re agreeing that, when using the WigWag Services, you will follow these rules:

i. Don’t do anything illegal or use WigWag Services to do anything illegal.

ii. Don’t engage in any activity that exploits, harms, or threatens to harm children.

iii. Don’t send or post spam. Spam includes but is not limited to unwanted or unsolicited email, postings and contact requests.

iv. Don’t publicly display or use the WigWag Services to share inappropriate Content or material (involving, for example, nudity, bestiality, pornography, graphic violence, or criminal activity).

v. Don’t engage in activity that is false or misleading (e.g., asking for money under false pretenses, impersonating someone else, manipulating the WigWag Services to negatively affect others, ratings, or comments).

vi. Don’t circumvent any restrictions on access to or availability of the WigWag Services.

vii. Don’t engage in activity that is harmful to you, the WigWag Services, or others (e.g., transmitting viruses, hacking, stalking, communicating hate speech, terrorism, conspiracy or advocating violence against others).

viii. Don’t infringe upon the rights of others (e.g., unauthorized sharing of copyrighted material).

ix. Don’t engage in activity that violates the privacy of others.

x. Don’t engage in activity that creates an unfriendly atmosphere for our users.

xi. Don’t engage in activities that are disruptive or that reduce the value of the WigWag Services to our users and the community.

xii. Don’t help others break these rules.

We reserve the right, at our sole discretion, to change, modify, add, or delete portions of these Terms of Use and the WigWag Code of Conduct at any time without further notice. If we do this, we will post the changes to these Terms of Use on this page and will indicate at the top of this page the date these terms were last revised. Your continued use of the WigWag Services after any such changes constitutes your acceptance of the new Terms of Use. If you do not agree to abide by these or any future Terms of Use, do not use or access (or continue to use or access) the WigWag Services.

Commonly Used Terms and their Definitions

All initial capitalized terms used in this Agreement shall have the meaning ascribed to such terms. In addition to the terms defined elsewhere in this Agreement, the following terms shall have the meaning listed below:

• “Intellectual Property Rights” means any writing, trade name, trademark, service mark, mask work or any other material registered or otherwise protected or protectable under state, federal, or foreign patent, trademark, copyright, trade secret or similar laws.

• “Person” means any individual, trust or legal entity.

• “Personally Identifiable Information” means information that can be reasonably linked to a specific User.

• “Proprietary Information” includes any scientific, technical, trade or business secrets of any person or entity and any scientific, technical, trade or business materials that a person or entity treats, or is obligated to treat, as confidential or proprietary, including, but not limited to, Inventions belonging to a person or entity and confidential information obtained by or given to a person or entity about or belonging to a third party.

• “User Content” includes all information that a User may generate or transmit to the WigWag Services and the Site and which may become available for use or display, including without limitation to all designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, data (including sensor data), and other files and creative output, in whatever format.

• “User” is anyone that accesses the WigWag Services other than the Company.

• “Site Content” means all information on the Site and available through the WigWag Services, including without limitation designs, text, graphics, pictures, video, animation, information, applications, software, programs, music, sound, audio, schematics, illustrations, diagrams, data, and other files and creative output, in whatever format, and their selection and arrangement.

Control of the WigWag Services

You acknowledge that WigWag is a service provider that generally does not regulate the content of Users’ interactions with the WigWag Services. As a result, WigWag has very little control, if any, over the quality, safety, morality, legality, truthfulness or accuracy of User Content provided by Users. Nonetheless, WigWag reserves the right to monitor and/or limit any User Content provided by a User on the WigWag Services.

Other Parties Rights in Content

You acknowledge that: (i) by using the WigWag Services you will have access to User Content provided by other Users, and (ii) User Content and Site Content may be provided under license by independent content providers, including contributions from other Users. The Company may not pre-screen User Content submitted by Users to the WigWag Services. You acknowledge that the Company and other Users have rights in their respective Site Content and User Content under copyright and other applicable laws and treaty provisions, and that except as described in this Agreement, such rights are not licensed or otherwise transferred by mere use of or posting on the WigWag Services. You accept full responsibility and liability for your use of any WigWag Services or Site Content or User Content in violation of any such rights. You agree that your creation or submission of any User Content is not in any way based upon any expectation of compensation from the Company or any other Users.

Service Interruptions and Changes to the WigWag Services

WigWag reserves the right to interrupt the WigWag Services with or without prior notice for any reason or no reason. You agree that WigWag will not be liable for any interruption of the WigWag Services, delay or failure to perform. WigWag has the right at any time for any reason or no reason to change and/or eliminate any aspect(s) of the WigWag Services as it sees fit in its sole discretion.

Eligibility

Participation in the WigWag Services is void where prohibited. The WigWag Services are intended solely for users who are eighteen (18) years of age or older. Any registration by, use of or access to the WigWag Services by anyone under 18 is unauthorized, unlicensed and in violation of these Terms of Use. By using the WigWag Services, you represent and warrant that you are 18 or older, and that you agree to and will abide by all of the Terms and conditions of this Agreement.

Registration Data

In consideration of your use of the WigWag Services, you agree to (a) provide accurate, current and complete information about you as may be prompted by any forms on the WigWag Services or Site (“Registration Data”); (b) maintain the security of your password and identification; and (c) maintain and promptly update the Registration Data and any other information you provide to Company, and keep it accurate, current and complete.

Proprietary Rights in Site Content; Limited License

All Site Content is the proprietary property of the Company, its Users or other licensors, with all rights reserved. No Site Content may be modified, copied, distributed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means, in whole or in part, without the Company’s prior written permission, except that the foregoing does not apply to User Content that is legally posted on the WigWag Services, which is addressed in more detail in the section below titled “Ownership of User Content.” Provided that you are eligible for use of the WigWag Services, you are granted a limited license to access and use the WigWag Services and the Site Content and to download or print a copy of any portion of the Site Content to which you have properly gained access solely for your own personal use, in connection with participating on the WigWag Services. Except for your own User Content, you may not upload or republish Site Content on any Internet, Intranet or Extranet site or incorporate the information in any other database or compilation, and any use of the Site Content not explicitly permitted herein is strictly prohibited. The foregoing license is subject to these Terms of Use and does not include use of any data mining, robots or similar data gathering or extraction methods. Any use of the WigWag Services or the Site Content other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Use shall be construed as conferring any license to Intellectual Property Rights, whether by estoppel, implication or otherwise. The foregoing license is revocable at any time by the Company without notice and with or without cause.

Ownership of User Content

The Company and each User that is a party to this Agreement acknowledges and agrees that, subject to the Terms and conditions of this Agreement, Users may retain any and all applicable Intellectual Property Rights with respect to any User Content that a User creates or submits using the WigWag Services, to the extent such User has such rights under applicable law.

Notwithstanding the foregoing, you understand and agree that by submitting User Content to any area of the WigWag Services, you automatically grant (and you represent and warrant that you have the right to grant): (i) to the Company: (a) a royalty-free, worldwide, fully paid-up, perpetual, irrevocable, non-exclusive right and license to use, reproduce and distribute your User Content within the WigWag Services, as permitted by you through your interactions on the WigWag Services, (b) the perpetual and irrevocable right to delete any or all of your User Content from Company owned, controlled or used servers and from the WigWag Services, for any reason or no reason, whether intentional or unintentional, and, without any liability of any kind to you or any other party; and (c) a royalty-free, fully paid-up, perpetual, irrevocable, non-exclusive right and license to copy, analyze and use any of your User Content as the Company may deem necessary or desirable for the purposes of debugging, testing and/or providing support services in connection with the WigWag Services; and (ii) to other Users a limited license to access and use your User Content for their own personal use, in connection with participating on the WigWag Services. Other than as expressly provided herein, no User shall acquire any license or ownership in other Users’ User Content.

You further understand and agree that: (i) you are solely responsible for understanding all copyright, patent, trademark, trade secret and other intellectual property or other laws that may apply to your User Content hereunder, including without limitation, any rights or obligations you may or may not have concerning open source software; (ii) you are solely responsible for, and the Company will have no liability in connection with, the legal consequences of any actions or failures to act on your part while using the WigWag Services, including without limitation any legal consequences relating to your or any other Person’s Intellectual Property Rights or Proprietary Information; and (iii) WigWag’s acknowledgement hereunder of your Intellectual Property Rights in your User Content does not constitute a legal opinion or legal advice, but is intended solely as an expression of the Company’s intention not to require Users of the WigWag Services to forego certain Intellectual Property Rights with respect to User Content they submit to the WigWag Services, subject to the terms of this Agreement.

WigWag retains ownership of User data, regardless of any Intellectual Property Rights in User Content.

You agree that even though you may retain certain copyright or other Intellectual Property Rights with respect to User Content that is submitted on the WigWag Services, you do not own any data WigWag on its servers (including without limitation any data representing or embodying any or all of your User Content, even if a local copy is on hardware not at your location). Your Intellectual Property Rights in any User Content, if any, do not confer any rights of access to the Site, the WigWag Services or any rights to data stored by or on behalf of the Company.

Trademarks

“WIGWAG” and other product names, brands, graphics, logos, designs, page headers, button icons, scripts and service names used by WigWag to identify the WigWag Services, Site and/or other services and/or products owned by WigWag or its affiliated companies are registered trademarks, trademarks or trade dress (collectively, the “Marks”) of WigWag and its affiliated companies in the U.S. and/or other countries. The Marks may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion or association or affiliation with WigWag and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Conduct by Users; Prohibited Conduct

You agree that you shall not: (i) take any action or upload, post, e-mail or otherwise transmit to or via the WigWag Services any User Content that infringes or violates any third party rights, including without limitation all Intellectual Property Rights, or that constitutes any other Person’s Proprietary Information; (ii) impersonate any Person without their consent, including, but not limited to, a WigWag employee, or falsely state or otherwise misrepresent your affiliation with any Person; (iii) take any action or upload, post, e-mail or otherwise transmit to or via the WigWag Services any User Content that violates any law or regulation; (iv) take any action or upload, post, e-mail or otherwise transmit to or via the WigWag Services any User Content as determined by WigWag at its sole discretion that is harmful, threatening, abusive, harassing, causes tort, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable; (v) take any actions or upload, post, e-mail or otherwise transmit to or via the WigWag Services any User Content that contains any viruses, Trojan horses, worms, spyware, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or Personally Identifiable Information; (vi) take any action or upload, post, email or otherwise transmit to or via the WigWag Services any User Content that would violate any right or duty under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (vii) upload, post, email or otherwise transmit to or via the WigWag Services any unsolicited or unauthorized advertising, or promotional materials, that are in the nature of “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation that the Company considers in its sole discretion to be of such nature; (viii) interfere with or disrupt the WigWag Services or servers or networks connected to the WigWag Services, or disobey any requirements, procedures, policies or regulations of networks connected to the WigWag Services; (ix) attempt to gain access to any other User’s Personally Identifiable Information; or (x) “stalk”, abuse or attempt to abuse, or otherwise harass another user; (xi) charge any third party for use of the Site or the WigWag Services; or (xii) modify, adapt, reverse engineer, decompile or attempt to discover the source code of the WigWag Services or any of its algorithms that are utilized to operate the Site or the WigWag Services. Any violation by you of the terms of the foregoing may result in immediate and permanent suspension from accessing the WigWag Services.

Copyright Infringement Complaints

We respect the intellectual property rights of others and we prohibit Users from uploading, posting or otherwise transmitting on the Site or via the WigWag Services any materials that violate another party’s Intellectual Property Rights or that constitutes another Person’s Proprietary Information. Any infringing materials posted by any User can be identified and removed pursuant to WigWag’s Digital Millennium Copyright Act (the “DMCA”) compliance process, provided herein, and you agree to comply with such process in the event you are involved in any claim of copyright infringement to which the DMCA may be applicable. You can find out more about the DMCA here.

If you believe that any Site Content infringes a copyright, please send a notice of copyright infringement containing the following information to legal@wigwag.com:

• Identification of copyrighted material allegedly being infringed, including an attached file containing the copyrighted material;

• Identification of the Site Content claimed to be infringing including the specific location within the WigWag Services of the allegedly infringing Site Content;

• Your contact information, including address, telephone number and e-mail address, and if you are not the owner of the copyright that has been allegedly infringed, an explanation of your relationship to the copyright owner;

• A statement that you have a good faith belief that the allegedly infringing Site Content is not authorized by the copyright owner, its agent, or the law, and that under penalty of perjury, the information provided is accurate, and you are authorized to make the complaint on behalf of the copyright owner; and

• Your signature.

WigWag will, upon receiving your notice of copyright infringement, if that notice complies with the foregoing five requirements, take one or more of the following actions: (a) reasonably determine that the allegedly infringing Site Content is not infringing, and allow the Site Content to remain, (b) contact the Person who posted the allegedly infringing Site Content concerning your notice of infringement, and (c) remove the allegedly infringing Site Content. By your use of the WigWag Services, you expressly agree to and accept the foregoing DMCA compliance process, acknowledge its compliance with U.S. copyright law, and waive any and all claims against WigWag directly relating to, or arising from, the foregoing DMCA compliance process.

Repeat Infringer Policy

In accordance with the DMCA and other applicable law, WigWag has adopted a policy of terminating, in appropriate circumstances and at WigWag’s sole discretion, Users who are deemed to be repeat infringers. WigWag may also at its sole discretion limit access to the WigWag Services of any Users who infringe any Intellectual Property Rights or who disclose Proprietary Information of others, whether or not there is any repeat infringement or disclosure. Any amounts that may otherwise be or may become due from the Company to any User, who has submitted User Content that infringes any Intellectual Property Rights or discloses Proprietary Information of any other Person is subject to forfeiture, at the sole discretion of the Company.

Monitoring Content

WigWag is not responsible or liable in any manner for any User Content posted on the WigWag Services or in connection with the WigWag Services. Although we provide rules for User conduct and postings, we do not control and are not responsible for what Users post, transmit or share on the WigWag Services and are not responsible for any offensive, inappropriate, obscene, unlawful or otherwise objectionable Site Content you may encounter on the WigWag Services or in connection with any User Content. The Company is not responsible for the conduct, whether online or offline, of any User of the Site or WigWag Services.

Disputes Between Users

As a condition of access to the Site and the WigWag Services, you release WigWag (and WigWag’s shareholders, affiliates, directors, officers, subsidiaries, employees, and agents) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute you have or claim to have with one or more Users of the WigWag Services; including, without limitation, any claim that another User infringes upon your Intellectual Property Rights in any User Content that you may provide. You further understand and agree that: (a) WigWag will have the right but not the obligation to resolve disputes between Users relating to the WigWag Services, and WigWag’s resolution of any particular dispute does not create an obligation to resolve any other dispute; (b) to the extent WigWag elects to resolve such disputes, it will do so in good faith based solely on the general rules and standards of the WigWag Services and will not make judgments regarding legal issues or claims; (c) WigWag’s resolution of such disputes will be final with respect to the WigWag Services but will have no bearing on any real-world legal disputes in which Users of the WigWag Services may become involved; and (d) you hereby release WigWag (and WigWag’s shareholders, affiliates, directors, officers, subsidiaries, employees, and agents) from all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with WigWag’s resolution of disputes relating to the Site or the WigWag Services.

All Data on the Company’s Servers is subject to Deletion, Alteration or Transfer

When using the Site or the WigWag Services, you may accumulate Site Content, objects, items, scripts, or other value or status indicators that reside as data on the Company’s servers. THIS DATA, AND ANY OTHER DATA RESIDING ON WIGWAG’S SERVERS, MAY BE DELETED, ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON IN WIGWAG’S SOLE DISCRETION.

YOU ACKNOWLEDGE THAT, NOTWITHSTANDING ANY COPYRIGHT OR OTHER INTELLECTUAL PROPERTY RIGHTS YOU MAY HAVE WITH RESPECT TO USER CONTENT YOU POST ON THE WIGWAG SERVICES, AND NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH USER CONTENT OR OTHER DATA BY YOU OR ANY THIRD PARTY, WIGWAG DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS (SUBJECT TO ANY UNDERLYING INTELLECTUAL PROPERTY RIGHTS IN THE USER CONTENT OR SITE CONTENT), ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA RESIDING ON THE COMPANY’S SERVERS.

YOU UNDERSTAND AND AGREE THAT WIGWAG HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY SITE CONTENT (INCLUDING YOUR USER CONTENT) IN WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR WITHOUT NOTICE AND WITHOUT ANY LIABILITY OF ANY KIND.

WigWag’s liability to you is expressly limited, to the extent allowable under applicable law.

IN NO EVENT SHALL WIGWAG OR ANY OF ITS SHAREHOLDERS, AFFILIATES, DIRECTORS, OFFICERS, SUBSIDIARIES, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION ANY DAMAGES FOR LOST PROFITS OR WORK STOPPAGES ARISING (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE) OUT OF OR IN CONNECTION WITH THE WIGWAG SERVICES OR THE SITE (INCLUDING WITHOUT LIMITATION ITS MODIFICATION OR TERMINATION), WHETHER OR NOT THE COMPANY MAY HAVE BEEN ADVISED THAT ANY SUCH DAMAGES MIGHT OR COULD OCCUR AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN ADDITION, IN NO EVENT WILL WIGWAG’S CUMULATIVE LIABILITY TO YOU FOR DIRECT DAMAGES OF ANY KIND OR NATURE EXCEED ONE HUNDRED DOLLARS (U.S. $100.00).

YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE WIGWAG SERVICES (INCLUDING, WITHOUT LIMITATION, USING THE WIGWAG SERVICES TO SECURE OR OTHERWISE CONTROL ACCESS TO ANY REAL OR PERSONAL PROPERTY) IS SOLELY AT YOUR OWN RISK, AND THAT YOU ACCEPT RESPONSIBILITY FOR ALL LOSSES, DAMAGES AND EXPENSES ARISING OUT OF SUCH USE. WIGWAG IS NOT AN INSURER. YOU ARE RESPONSIBLE FOR MAINTAINING INSURANCE COVERING ALL LOSS, DAMAGE OR EXPENSE, WHETHER FOR PROPERTY DAMAGE, PERSONAL INJURY (INCLUDING DEATH), ECONOMIC LOSSES OR ANY OTHER FORM OF LOSS, DAMAGE OR EXPENSE ARISING OUT OF OR FROM THESE TERMS, OR THE WIGWAG SERVICES.

Some jurisdictions do not allow the foregoing limitations of liability, so to the extent that any such limitation is impermissible, such limitation may not apply to you. You agree that WigWag shall not be held responsible or liable for anything that occurs or results from accessing or participating in the WigWag Services.

All WigWag Services are Provided “as is” Without Express or Implied Warranties

WIGWAG PROVIDES THE WIGWAG SERVICES STRICTLY ON AN “AS IS” BASIS, PROVIDED AND ACCEPTED AT YOUR OWN RISK, AND HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.

Without limiting the foregoing, the Company does not ensure continuous, error-free, secure or virus-free operation of the WigWag Services, the WigWag Services or your account, and you understand that you shall not be entitled to make any claim based on WigWag’s failure to provide any of the foregoing other than as explicitly provided in this Agreement. Some jurisdictions do not allow the disclaimer of implied warranties, and to that extent, the foregoing disclaimer may not apply to you.

All Sales Made on an “as is”, no refund basis

UNLESS OTHERWISE STATED BY THE COMPANY IN WRITING ON THIS SITE OR THE WIGWAG SERVICES, ALL SALES MADE ON THE WIGWAG SERVICES ARE STRICTLY ON AN “AS IS” BASIS, PROVIDED AND ACCEPTED AT YOUR OWN RISK, AND WIGWAG HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS OF ANY KIND, WRITTEN OR ORAL, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. UNLESS OTHERWISE STATED BY THE COMPANY IN WRITING ON THIS SITE OR ON THE WIGWAG SERVICES, ALL SALES MADE BY THE COMPANY ARE FINAL, MADE WITHOUT ANY GUARANTEE, AND THERE WILL BE NO REFUNDS FOR ANY REASON.

Indemnification

You hereby agree to defend, indemnify and hold harmless WigWag, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, distributors, successors and assigns and other Users of the WigWag Services, from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any breach of this Agreement by you, or from your use of the WigWag Services. You agree to defend, indemnify and hold harmless the Company, its shareholders, affiliates, directors, officers, subsidiaries, employees, agents, suppliers, licensees, and distributors, successors and assigns from all damages, liabilities, claims and expenses, including without limitation attorneys’ fees and costs, arising from any claims by third parties that your activity on the WigWag Services or your User Content infringes upon, violates or misappropriates any of their Intellectual Property Rights or discloses their Proprietary Information.

Dispute Resolution; Governing Law; Venue and Jurisdiction

By visiting the Site and/or using the WigWag Services, you agree that the laws of the State of Texas, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and the Company or any of our affiliates.

YOU AND THE COMPANY AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THIS AGREEMENT, THE WIGWAG SERVICES (INCLUDING YOUR VISIT TO OR USE OF THE WIGWAG SERVICES) SHALL BE FINAL AND BINDING ARBITRATION, except that WigWag may seek injunctive relief in state or federal court located in Travis County, Texas concerning any violation by a User of any of the User Conduct Rules set forth above, and in such case, the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought.

Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes (the “AAA Consumer Rules”) (collectively the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.

To the fullest extent permitted by applicable law, YOU AND WIGWAG AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND THAT NO ARBITRATION OR CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE WIGWAG SERVICES. In no event shall any claim, action or proceeding by you related in any way to the WigWag Services (including your visit to or use of the WigWag Services) be instituted more than three (3) years after the cause of action arose.

General Provisions

The Site and WigWag Services are controlled and operated by WigWag from its offices within the United States of America. WigWag makes no representation that any aspect of the WigWag Services is appropriate or available for use in jurisdictions outside of the United States. Those who choose to access the WigWag Services from other locations are responsible for compliance with applicable local laws. You agree to comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority relating to the WigWag Services and its use.

The Company’s failure to act with respect to a breach by you or others does not waive WigWag’s right to act with respect to that breach or subsequent or similar breaches. No consent or waiver by WigWag under this Agreement shall be deemed effective unless delivered in a writing signed by a duly appointed officer of the Company. All or any of WigWag’s rights and obligations under this Agreement may be assigned to a subsequent owner or operator of the WigWag Services in a merger, acquisition or sale of all or substantially all of WigWag’s assets. You may not assign or transfer this Agreement or any or all of your rights or obligations hereunder without the prior written consent of the Company, and any attempt to do so is void. Notwithstanding anything else in this Agreement, no default, delay or failure to perform on the part of WigWag shall be considered a breach of this Agreement if such default, delay or failure to perform is shown to be due to causes beyond the reasonable control of WigWag.

This Agreement sets forth the entire understanding and agreement between you and WigWag with respect to the subject matter hereof. The section headings used herein, including descriptive headings, are for convenience only and shall not affect the interpretation of this Agreement. If any provision of this Agreement shall be held by a court of competent jurisdiction to be unlawful, void, or for any reason unenforceable, then in such jurisdiction that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of the remaining provisions.

WigWag may give notice to you by means of a general notice through the WigWag Services, by electronic mail to your e-mail address in our records, or by written communication sent by first class mail, postage prepaid, or overnight courier to your address on record. All notices given by you or required under this Agreement shall be mailed to us at the contact information provided below, unless otherwise provided in this Agreement.

CONTACT WIGWAG

If you have questions, suggestions or concerns related to this Terms of Use or the Privacy Policy, you may contact WigWag at legal@wigwag.com.


WigWag, Inc.
4009 Banister Lane
Suite 200
Austin, TX 78704