Effective: October 10th, 2024 (previous version)
Thank you for using WooGentive!
These Terms of Use apply to your use of WooGentive AI/BI and
Woo Media Works’ other services for individuals, along with any associated
software applications and websites (all together, “Services”). These Terms form
an agreement between you and Woo Media Works, Inc., a Georgia company, and they
include our Service Terms and important provisions for resolving disputes
through arbitration. By using our Services, you agree to these Terms.
Our Privacy Policy explains how we collect and use personal
information. Although it does not form part of these Terms, it is an important
document that you should read. Privacy
Policy (woogentive.com)
Who we are
Woo Media Works is a web development and deployment company.
With our relationship with Virtual Technologies, we develop products and
services with the intention of benefitting all of humanity.
Registration and access
Minimum age. You must be at least 13 years old or the
minimum age required in your country to consent to use the Services. If you are
under 18 you must have your parent or legal guardian’s permission to use the
Services.
Registration. You must provide accurate and complete
information to register for an account to use our Services. You may not share
your account credentials or make your account available to anyone else and are
responsible for all activities that occur under your account. If you create an
account or use the Services on behalf of another person or entity, you must
have the authority to accept these Terms on their behalf.
Using our Services
What you can do. Subject to your compliance with these
Terms, you may access and use our Services. In using our Services, you must
comply with all applicable laws as well as our Sharing & Publication
Policy, Usage Policies, and any other documentation, guidelines, or policies we
make available to you.
What you cannot do. You may not use our Services for any
illegal, harmful, or abusive activity. For example, you may not:
Use our Services in a way that infringes, misappropriates or
violates anyone’s rights.
Modify, copy, lease, sell or distribute any of our Services.
Attempt to or assist anyone to reverse engineer, decompile
or discover the source code or underlying components of our Services, including
our models, algorithms, or systems (except to the extent this restriction is
prohibited by applicable law).
Automatically or programmatically extract data or Output
(defined below).
Represent that Output was human-generated when it was not.
Interfere with or disrupt our Services, including circumvent
any rate limits or restrictions or bypass any protective measures or safety
mitigations we put on our Services.
Use Output to develop models that compete with WooGentive
AI/BI.
Software. Our Services may allow you to download software,
such as mobile applications, which may update automatically to ensure you’re
using the latest version. Our software may include open source software that is
governed by its own licenses that we’ve made available to you.
Corporate domains. If you create an account using an email
address owned by an organization (for example, your employer), that account may
be added to the organization's business account with us, in which case we will
provide notice to you so that you can help facilitate the transfer of your
account (unless your organization has already provided notice to you that it
may monitor and control your account). Once your account is transferred, the
organization’s administrator will be able to control your account, including
being able to access Content (defined below) and restrict or remove your access
to the account.
Third party Services. Our services may include third party
software, products, or services, (“Third Party Services”) and some parts of our
Services, like our browse feature, may include output from those services
(“Third Party Output”). Third Party Services and Third Party Output are subject
to their own terms, and we are not responsible for them.
Feedback. We appreciate your feedback, and you agree that we
may use it without restriction or compensation to you.
Content
Your content. You may provide input to the Services
(“Input”), and receive output from the Services based on the Input (“Output”).
Input and Output are collectively “Content.” You are responsible for Content,
including ensuring that it does not violate any applicable law or these Terms.
You represent and warrant that you have all rights, licenses, and permissions
needed to provide Input to our Services.
Ownership of content. As between you and WooGentive, and to
the extent permitted by applicable law, you (a) retain your ownership rights in
Input and (b) own the Output. We hereby assign to you all our right, title, and
interest, if any, in and to Output.
Similarity of content. Due to the nature of our Services and
artificial intelligence generally, output may not be unique and other users may
receive similar output from our Services. Our assignment above does not extend
to other users’ output or any Third Party Output.
Our use of content. We may use Content to provide, maintain,
develop, and improve our Services, coply with applicable law, enforce our terms
and policies, and keep our Services safe.
Accuracy. Artificial intelligence and machine learning are
rapidly evolving fields of study. We are constantly working to improve our
Services to make them more accurate, reliable, safe, and beneficial. Given the
probabilistic nature of machine learning, use of our Services may, in some
situations, result in Output that does not accurately reflect real people,
places, or facts.
When you use our Services you understand and agree:
Output may not always be accurate. You should not rely on
Output from our Services as a sole source of truth or factual information, or
as a substitute for professional advice.
You must evaluate Output for accuracy and appropriateness
for your use case, including using human review as appropriate, before using or
sharing Output from the Services.
You must not use any Output relating to a person for any
purpose that could have a legal or material impact on that person, such as
making credit, educational, employment, housing, insurance, legal, medical, or
other important decisions about them.
Our Services may provide incomplete, incorrect, or offensive
Output that does not represent WooGentive AI/BI or Woo Media Works’ views. If
Output references any third party products or services, it doesn’t mean the
third party endorses or is affiliated with WooGentive AI/BI.
Our IP rights
We and our affiliates own all rights, title, and interest in
and to the Services. You may only use our name and logo in accordance with our
Brand Guidelines.
Paid accounts
Billing. If you purchase any Services, you will provide
complete and accurate billing information, including a valid payment method.
For paid subscriptions, we will automatically charge your payment method on
each agreed-upon periodic renewal until you cancel. You’re responsible for all
applicable taxes, and we’ll charge tax when required. If your payment cannot be
completed, we may downgrade your account or suspend your access to our Services
until payment is received.
Service credits. You can pay for some Services in advance by
purchasing service credits. All service credits are subject to our Service
Credit Terms.
Cancellation. You can cancel (opens in a new window) your
paid subscription at any time. Payments are non-refundable, except where required
by law. These Terms do not override any mandatory local laws regarding your
cancellation rights.
Changes. We may change our prices from time to time. If we
increase our subscription prices, we will give you at least 30 days’ notice and
any price increase will take effect on your next renewal so that you can cancel
if you do not agree to the price increase.
Termination and suspension
Termination. You are free to stop using our Services at any
time. We reserve the right to suspend or terminate your access to our Services
or delete your account if we determine:
You breached these Terms or our Usage Policies.
We must do so to comply with the law.
Your use of our Services could cause risk or harm to WooGentive
AI/BI, our users, or anyone else.
Appeals. If you believe we have suspended or terminated your
account in error, you can file an appeal with us by contacting our Support team (opens in a new window).
Discontinuation of Services
We may decide to discontinue our Services, but if we do, we
will give you advance notice and a refund for any prepaid, unused Services.
Disclaimer of warranties
OUR SERVICES ARE PROVIDED “AS IS.” EXCEPT TO THE EXTENT
PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES
(EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND
DISCLAIM ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY,
NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY
COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED,
ACCURATE OR ERROR FREE, OR THAT ANY CONTENT WILL BE SECURE OR NOT LOST OR
ALTERED.
YOU ACCEPT AND AGREE THAT ANY USE OF OUTPUTS FROM OUR
SERVICE IS AT YOUR SOLE RISK AND YOU WILL NOT RELY ON OUTPUT AS A SOLE SOURCE
OF TRUTH OR FACTUAL INFORMATION, OR AS A SUBSTITUTE FOR PROFESSIONAL ADVICE.
Limitation of liability
NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE
LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY
DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER
LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR
AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF THE
AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12
MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE
LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW.
Some countries and states do not allow the disclaimer of
certain warranties or the limitation of certain damages, so some or all of the
terms above may not apply to you, and you may have additional rights. In that
case, these Terms only limit our responsibilities to the maximum extent
permissible in your country of residence.
WooGentive’s AFFILIATES, SUPPLIERS, LICENSORS, AND
DISTRIBUTORS ARE INTENDED THIRD PARTY BENEFICIARIES OF THIS SECTION.
Indemnity
If you are a business or organization, to the extent
permitted by law, you will indemnify and hold harmless us, our affiliates, and
our personnel, from and against any costs, losses, liabilities, and expenses
(including attorneys’ fees) from third party claims arising out of or relating
to your use of the Services and Content or any violation of these Terms.
Dispute resolution
YOU AND WooGentive AI/BI AGREE TO THE FOLLOWING MANDATORY
ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
MANDATORY ARBITRATION. You and WooGentive AI/BI agree to
resolve any claims arising out of or relating to these Terms or our Services,
regardless of when the claim arose, even if it was before these Terms existed
(a “Dispute”), through final and binding arbitration. You may opt out of
arbitration within 30 days of account creation or of any updates to these
arbitration terms within 30 days after the update has taken effect. If you opt
out of an update, the last set of agreed upon arbitration terms will apply.
Informal dispute resolution. We would like to understand and
try to address your concerns prior to formal legal action. Before either of us
files a claim against the other, we both agree to try to resolve the Dispute
informally. You agree to do so by sending us notice through this form (opens in
a new window). We will do so by sending you notice to the email address
associated with your account. If we are unable to resolve a Dispute within 60
days, either of us has the right to initiate arbitration. We also both agree to
attend an individual settlement conference if either party requests one during
this time. Any statute of limitations will be tolled during this informal
resolution process.
Arbitration forum. If we are unable to resolve the Dispute,
either of us may commence arbitration with National Arbitration and Mediation
(“NAM”) under its Comprehensive Dispute Resolution Rules and Procedures and/or
Supplemental Rules for Mass Arbitration Filings, as applicable (available here(opens
in a new window)). WooGentive AI/BI will seek attorney fees. The activities
described in these Terms involve interstate commerce and the Federal
Arbitration Act will govern the interpretation and enforcement of these
arbitration terms and any arbitration.
Arbitration procedures. The arbitration will be conducted by
videoconference if possible, but if the arbitrator determines a hearing should
be conducted in person, the location will be mutually agreed upon, in the
county where you reside, or as determined by the arbitrator, unless the batch
arbitration process applies. The arbitration will be conducted by a sole
arbitrator. The arbitrator will be either a retired judge or an attorney
licensed to practice law in the state of California. The arbitrator will have
exclusive authority to resolve any Dispute, except the state or federal courts
of Atlanta, Georgia have the authority to determine any Dispute about
enforceability, validity of the class action waiver, or requests for public
injunctive relief, as set out below. Any settlement offer amounts will not be
disclosed to the arbitrator by either party until after the arbitrator
determines the final award, if any. The arbitrator has the authority to grant
motions dispositive of all or part of any Dispute.
Exceptions. This section does not require informal dispute
resolution or arbitration of the following claims: (i) individual claims
brought in small claims court; and (ii) injunctive or other equitable relief to
stop unauthorized use or abuse of the Services or intellectual property
infringement or misappropriation.
CLASS AND JURY TRIAL WAIVERS. You and WooGentive AI/BI agree
that Disputes must be brought on an individual basis only, and may not be
brought as a plaintiff or class member in any purported class, consolidated, or
representative proceeding. Class arbitrations, class actions, and
representative actions are prohibited. Only individual relief is available. The
parties agree to sever and litigate in court any request for public injunctive
relief after completing arbitration for the underlying claim and all other
claims. This does not prevent either party from participating in a class-wide
settlement. You and WooGentive AI/BI knowingly and irrevocably waive any right
to trial by jury in any action, proceeding, or counterclaim.
Batch arbitration. If 25 or more claimants represented by
the same or similar counsel file demands for arbitration raising substantially
similar Disputes within 90 days of each other, then you and WooGentive AI/BI
agree that NAM will administer them in batches of up to 50 claimants each
(“Batch”), unless there are less than 50 claimants in total or after batching,
which will comprise a single Batch. NAM will administer each Batch as a single
consolidated arbitration with one arbitrator, one set of arbitration fees, and
one hearing held by videoconference or in a location decided by the arbitrator
for each Batch. If any part of this section is found to be invalid or
unenforceable as to a particular claimant or Batch, it will be severed and
arbitrated in individual proceedings.
Severability. If any part of these arbitration terms is
found to be illegal or unenforceable, the remainder will remain in effect,
except that if a finding of partial illegality or unenforceability would allow
class arbitration, class action, or representative action, this entire dispute
resolution section will be unenforceable in its entirety.
Copyright complaints
If you believe that your intellectual property rights have
been infringed, please send notice to the address below or fill out this form.
We may delete or disable content that we believe violates these Terms or is
alleged to be infringing and will terminate accounts of repeat infringers where
appropriate.
Attn: General Counsel / Copyright Agent
Written claims concerning copyright infringement must
include the following information:
A physical or electronic signature of the person authorized
to act on behalf of the owner of the copyright interest
A description of the copyrighted work that you claim has
been infringed upon
A description of where the allegedly infringing material is
located on our site so we can find it
Your address, telephone number, and e-mail address
A statement by you that you have a good-faith belief that
the disputed use is not authorized by the copyright owner, its agent, or the
law
A statement by you that the above information in your notice
is accurate and, under penalty of perjury that you are the copyright owner or
authorized to act on the copyright owner’s behalf
General Terms
Assignment. You may not assign or transfer any rights or
obligations under these Terms and any attempt to do so will be void. We may
assign our rights or obligations under these Terms to any affiliate,
subsidiary, or successor in interest of any business associated with our
Services.
Changes to these Terms or our Services. We are continuously
working to develop and improve our Services. We may update these Terms or our
Services accordingly from time to time. For example, we may make changes to
these Terms or the Services due to:
Changes to the law or regulatory requirements.
Security or safety reasons.
Circumstances beyond our reasonable control.
Changes we make in the usual course of developing our
Services.
To adapt to new technologies.
We will give you at least 30 days advance notice of changes
to these Terms that materially adversely impact you either via email or an
in-product notification. All other changes will be effective as soon as we post
them to our website. If you do not agree to the changes, you must stop using
our Services.
Delay in enforcing these Terms. Our failure to enforce a
provision is not a waiver of our right to do so later. Except as provided in
the dispute resolution section above, if any portion of these Terms is
determined to be invalid or unenforceable, that portion will be enforced to the
maximum extent permissible and it will not affect the enforceability of any
other terms.
Trade controls. You must comply with all applicable trade
laws, including sanctions and export control laws. Our Services may not be used
in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed
country or territory or (b) any individual or entity with whom dealings are
prohibited or restricted under applicable trade laws. Our Services may not be
used for any end use prohibited by applicable trade laws, and your Input may
not include material or information that requires a government license for
release or export.
Entire agreement. These Terms contain the entire agreement
between you and WooGentive AI/BI regarding the Services and, other than any
Service-specific terms, supersedes any prior or contemporaneous agreements
between you and WooGentive AI/BI.
Governing law. Georgia law will govern these Terms except
for its conflicts of laws principles. Except as provided in the dispute
resolution section above, all claims arising out of or relating to these Terms
will be brought exclusively in the federal or state courts of Atlanta, Georgia.