These Terms of Use are entered into by and between you and What Should We Do LLC (referred to in these Terms of Use as “WSWD” or “we” and through similar words such as “us,” “our,” etc.) The following Terms of Use govern your access and use to the WSWD website which may be accessed at https://www.whatshouldwedo.com/ (“Site”), our mobile applications (“Apps”) and other interactive properties through which the service is delivered (collectively, the “Service”). The Service is owned, operated and distributed by What Should We Do LLC, a Delaware limited liability company. By accessing or using any part of the Service, you are agreeing to these Terms of Use and our Privacy Policy which can be accessed at https://www.whatshouldwedo.com/privacy-policy/ (the “Privacy Policy”), which is incorporated herein by reference.
Please read the Terms of Use and Privacy Policy carefully before you access or use the Service.
NOTE THAT THESE TERMS OF USE INCLUDE A CLASS ACTION WAIVER AND REQUIRE BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF CERTAIN DISPUTES.
BY ACCESSING OR USING THE SERVICE, SIGNING UP FOR A MEMBERSHIP OR SUBSCRIPTION, OR CONTRIBUTING TO THE SERVICE YOU AGREE TO THESE TERMS OF USE. YOU ALSO AGREE TO THE TERMS OF USE WHEN YOU USE OR ACCESS OUR SERVICE AS A GUEST. THESE TERMS OF USE ARE SUBJECT TO CHANGE AS DESCRIBED BELOW. IF YOU DO NOT AGREE TO THESE TERMS OF USE (OR ANY PORTION OF THESE TERMS OF USE), INCLUDING THE MANDATORY ARBITRATION PROVISION AND CLASS ACTION WAIVER, YOU MAY NOT ACCESS OR USE OUR SERVICE AND MUST IMMEDIATELY TERMINATE YOUR USE OF SERVICE.
The Service is not targeted, marketed to, or intended for use by anyone under the age of 16. We encourage parents to supervise their children’s digital activities and to consider using parental control tools available from online services and software manufactures that help provide a child-friendly online environment. These tools can also keep children from disclosing online their name, address and other personal information without parental consent.
If you are using the Service on behalf of any person, you represent and warrant that you are authorized to accept these Terms of Use on such person’s behalf and that such person agrees to be responsible to us if you or such person violates these Terms of Use.
These Terms of Use are effective and were last updated as of the Revision Date at the beginning of these Terms of Use. We may, at our sole discretion, revise, modify, or update these Terms of Use at any time. All changes are effective immediately when we post them and apply to all uses of the Service thereafter. By your continued access or use of the Service, you confirm that you accept and agree to the changes. You are expected to check this page each time you access the Service, so that you are aware of any changes, as they are binding.
In order to access and use certain areas or features of the Service, you may need to register for a membership or subscription (a “Membership”). You can register for a Membership as follows:
Download one of our Apps on a smartphone or other mobile device that is capable of downloading and running the App from the Apple App Store or Google Play Store (as applicable) and follow the prompts to create a Membership. You may also register for a Membership on our Site by clicking the “SIGN UP NOW” box and following the prompts to create a Membership.
We do not charge to download WSWD Apps, but standard data rates may apply.
By creating a Membership, you agree to (a) provide accurate, current and complete information, (b) maintain and promptly update, as necessary, your information, (c) maintain the security of your credentials, (d) be responsible for the acts or omissions of any third party who has authority to access or use your Membership, including by use of the Service on your behalf, and (e) immediately notify us if you discover or otherwise suspect any security breaches related to your Membership. We shall not be responsible for misdirected communications such as mail or e-mail or any consequences thereof.
Our personal information practices, including the collection, use and/or disclosure of your personal information, are governed by our Privacy Policy. We reserve the right to modify our Privacy Policy from time to time. While using the Service and from time to time, you may be asked whether or not you consent to and wish to receive marketing and other non-critical communications relating to the Service. If you agree and consent to receiving such communications from WSWD, you may opt-out of receiving such communications at any time as provided in our Privacy Policy.
The content and material, including (without limitation) the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like, contained in, or made available in connection with the Service (collectively, the “Content”) are protected by law, including, but not limited to United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. The Service is controlled and operated by WSWD from its offices within the U.S. WSWD makes no representation that the Service or Content is appropriate or available for use in other locations, and access to them from territories where their contents are illegal is prohibited. Those who choose and access any of the Service from other locations do so on their own initiative and are responsible for compliance with applicable local laws.
All rights, title and interest (including all copyrights, trademarks and other intellectual property rights) in the Service and the Content belongs to WSWD or the original creator of the material. Further, all names, designs, graphics, data, images, pictures, logos and icons on the Service and the Content are proprietary information or proprietary marks of WSWD or the original creator of the material. The compilation of all content, including the look and feel of the Service (including the Content), is the exclusive property of WSWD and is protected by U.S. copyright law, as applicable. Except as may be expressly provided herein, nothing contained in these Terms of Use or elsewhere shall be construed as conferring any license or right, by implication, estoppels or otherwise, under copyright, trademark or other intellectual property rights, to any of the Content.
You are hereby granted a personal, non-exclusive, non-transferable, limited license to: (i) use the Apps on your mobile device for your personal non-commercial use only; and (ii) view the Site, and to print insignificant portions of materials retrieved from the Site provided (a) they are used only for informational, non-commercial purposes, and (b) you do not remove or obscure the copyright notice or other notices. You are not allowed to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell any information, products or services obtained directly from the Service (including the Content). Further, you may not reproduce any part of the Service (including the Content) and any such violation with respect to the Service will terminate the license(s) granted herein.
You also may not, without the permission of WSWD, "mirror" any of the Content on any other server. Any unauthorized use of any of the Content may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes, and subject you to civil and criminal prosecution.
The trademarks, service marks, and logos, including but not limited to WSWD’s name, logo, and all related names, logos, product and service names, service marks, designs, and slogans (the "Trademarks") used and displayed on the Service (including the Content) are registered and unregistered Trademarks of WSWD and others. Nothing on the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Service (including the Content), without the written permission of the Trademark owner. WSWD aggressively enforces its intellectual property rights to the fullest extent of the law. WSWD’s Trademarks may not be used in any way, including in advertising or publicity pertaining to distribution of materials on the Service, without prior, written permission of WSWD. WSWD prohibits use of the WSWD logo as a "hot" link to any website, including the Site, unless establishment of such a link is approved in advance by WSWD in writing.
Content submitted by users for transmission through, or inclusion on, the Service is referred to in these Terms of Use as “User Submissions.” Whether or not such User Submissions are transmitted or published, they will be subject to these Terms of Use. As between you and WSWD, all submissions, suggestions, ideas, artwork, or other information (the "Submission") communicated to WSWD through the Service become the sole and exclusive property of WSWD. WSWD is not required to treat any Submissions as confidential, and will not incur any liability as a result of any similarities that may appear in future WSWD endeavors. WSWD will have exclusive ownership of all present and future existing rights, including all commercial rights, to the Submission of every kind and nature in perpetuity throughout the universe, without acknowledgment or compensation to you.
You acknowledge that you are responsible for whatever material you submit, and that you, not WSWD, have full responsibility for the Submission, including its legality, reliability, appropriateness, novelty, and copyright. WSWD has the right but not the obligation to monitor and edit or remove any activity or content. WSWD takes no responsibility and assumes no liability for any User Submissions or Content posted by you or any third party. We reserve the right to remove Content and User Submissions without prior notice (or to refuse to transmit or publish any User Submission) for any reason, and to terminate or refuse a User’s access to the Service for any reason.
We will not tolerate violations of intellectual property rights. If you are a copyright owner and believe that any User Submission or other Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”). To provide us notice of an infringement, you must provide a written communication to the attention of “DMCA Infringement Notification Dept.” at What Should We Do LLC, 1501 Broadway, Suite 301, New York, New York 10036 or by email to copyrights@whatshouldwedo.com that sets forth the information specified by the DMCA (see http://www.copyright.gov/title17/92chap5.html#512 ). You may be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that an activity is infringing your copyright.
You agree not to use the Service for any purpose that is unlawful or prohibited by these Terms of Use, or any other purpose not reasonably intended by us. In furtherance, and not in limitation, of the foregoing, you agree not to take any of the following actions in connection with your use of the Service: (i) abuse, harass, threaten, impersonate or intimidate others; (ii) contribute any User Submission that is infringing, libelous, defamatory, obscene, pornographic, abusive, offensive or otherwise violates any law or right of any third party; (iii) intentionally submit or transmit inaccurate information through the Service; (iv) impersonate or pretend to be anyone else while using the Services; (v) engage in any activity intended to obtain password, account, or private information from any user; (vi) attempt to gain unauthorized access to WSWD computer systems or networks connected to WSWD, through hacking, password mining or any other means; (vii) use the Service in any way that could damage, disable, overburden, or impair any of the Services, or interfere with anyone else's use of any of the Services; (viii) transmit unwanted email or other communications; (ix) submit stories or comments linking to affiliate programs, multi-level marketing schemes, sites/blogs repurposing existing stories (source hops) or off-topic content; (x) take any action that might impose an unreasonable or disproportionately large load on our infrastructure; (xi) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (xii) bypass any measures we may use to prevent or restrict access to the Service; (xiii) obtain or attempt to obtain any materials or information through any means not intentionally made available through any of the Services; (xiv) attempt to circumvent any content-filtering techniques we employ or attempt to access any feature or area of our Services that you are not authorized to access; (xv) introduce any malicious or technologically harmful material into our Services; (xvi) develop or use any third-party applications that interact with our Services without our prior written consent, including any scripts designed to scrape or extract data from our Services; and (xvii) use our Service for any illegal or unauthorized purpose, or engage in, encourage or promote any activity that violates these Terms of Use. You agree to not post on the Service, or transmit to other Users via the Service, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, discriminatory, racially offensive or illegal material.
You may purchase tickets to events and attractions produced and/or maintained by third parties, products produced by third parties and services provided by third parties (collectively, “Third Party Events, Products and Services”). In addition, the Service may contain links to third party websites that are not owned or controlled by us, including third party websites (“Third Party Websites”) from which you can purchase tickets to events, products or services discussed on the Service. Be aware that the third party operating the Third Party Website may have access to any information you submit via that Third Party Website. You acknowledge and agree that we have no control over such third parties or Third Party Websites and are not responsible for the availability or content of any Third Party Events, Products and Services. We are not responsible for any third party’s failure to establish or abide by its or our Privacy Policy. We suggest always checking the privacy policy for each website you visit prior to submitting any personal information. We shall not be responsible or liable, directly or indirectly, for any damage, injury or loss caused or alleged to be caused by or in connection with any Third Party Events Products and Services and/or any Third Party Website. Sales of all goods and services are final and may not be returned for a refund or exchange. Links to Third Party Websites do not imply endorsement of the website by WSWD.
THE SERVICE AND ALL CONTENT ARE PROVIDED ON AN “AS AVAILABLE” AND “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
YOU AGREE THAT YOUR USE OF THE SERVICE, CONTENT, AND ANY THIRD PARTY EVENTS, PRODUCTS AND SERVICES SHALL BE AT YOUR SOLE RISK. ANY RELIANCE YOU PLACE ON INFORMATION PROVIDED TO YOU THROUGH THE SERVICE, CONTENT, AND ANY THIRD PARTY EVENTS, PRODUCTS AND SERVICES IS AT YOUR OWN RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH CONTENT, MATERIAL AND/OR DATA. WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATION OR WARRANTY AS TO THE QUALITY, RELIABILITY, COMPLETENESS, ACCURACY, TIMELINESS, AVAILABILITY, SECURITY OR FUNCTIONALITY OF THE SERVICES OR ANY CONTENT THEREON. WE WILL NOT BE LIABLE FOR ANY HARM TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE, OR LOSS OF DATA, THAT RESULTS FROM YOUR ACCESS TO OR USE OF THE SERVICE OR ANY CONTENT, OR FOR THE DELETION OF, OR THE FAILURE TO STORE. WE MAKE NO WARRANTY THAT THE SERVICE OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS OR THAT DEFECTS IN THE SERVICE OR CONTENT WILL BE CORRECTED. THE SERVICE AND CONTENT MAY NOT BE CONTINUOUSLY AVAILABLE DUE TO MAINTENANCE OR REPAIRS OR DUE TO COMPUTER PROBLEMS OR CRASHES, DISRUPTION IN INTERNET SERVICE OR OTHER UNFORESEEN CIRCUMSTANCES. THE SERVICE AND ASSOCIATED CONTENT ARE INTENDED FOR USE AND DISPLAY ONLY WHERE ITS USE AND DISPLAY ARE PERMISSIBLE IN ACCORDANCE WITH APPLICABLE LAWS AND REGULATIONS. SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE DISCLAIMERS IN THIS SECTION MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT PERMITTED BY LAW, WE, OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE, CONTENT, AND ANY THIRD PARTY EVENTS, PRODUCTS AND SERVICES, AND YOUR USE THEREOF. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THE SERVICE, AND ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OMISSIONS, OR INACCURACIES OF CONTENT, INCLUDING BUT NOT LIMITED TO TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICE, CONTENT, OR ANY THIRD PARTY EVENTS, PRODUCTS AND SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE, AND/OR (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE SERVICE.
ANY DEALINGS WITH ANY THIRD PARTIES (INCLUDING ADVERTISERS AND/OR SPONSORS) APPEARING ON THE SITE OR CONTENT PROVIDED OR MADE AVAILABLE IN CONNECTION WITH PARTICIPATION IN ANY PROMOTIONS OR OFFERINGS (INCLUDING DELIVERY OF AND PAYMENT FOR GOODS AND SERVICES) AND ANY OTHER TERMS, CONDITIONS, WARRANTIES OR REPRESENTATIONS ASSOCIATED WITH SUCH ACTIVITIES ARE SOLELY BETWEEN YOU AND SUCH ADVERTISER OR OTHER THIRD PARTIES. WE DO NOT WARRANT, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY EVENTS, PRODUCTS AND SERVICES OR ANY OTHER PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE, CONTENT, OR ANY HYPERLINKED SERVICE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO, OR IN ANY WAY BE RESPONSIBLE FOR, MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. WE DO NOT ASSUME ANY RESPONSIBILITY OR LIABILITY FOR THE ACTIONS, PRODUCT, AND CONTENT OF ANY THIRD PARTY. YOU SHOULD CAREFULLY REVIEW THEIR PRIVACY STATEMENTS AND OTHER CONDITIONS OF USE. WE ARE NOT RESPONSIBLE OR LIABLE TO ANY PARTY WHO PARTICIPATES IN ANY SUCH DEALINGS, PROMOTIONS OR OFFERINGS. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
IN NO EVENT WILL WE OR OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, SUBSIDIARIES, PARENT COMPANIES, MEMBERS, SHAREHOLDERS, CONSULTANTS, INDEPENDENT CONTRACTORS, AGENTS OR OTHER REPRESENTATIVES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, ARISING OUT OF OR RELATED TO THE SERVICE, CONTENT, OR THIRD PARTY EVENTS, PRODUCTS AND SERVICES. OUR TOTAL LIABILITY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF FORSEEABLE, WILL NOT EXCEED THE GREATER OF (I) THE TOTAL AMOUNT YOU SPENT ON THE MEMBERSHIP AND/OR SUBSCRIPTION IN THE MOST RECENT TWELVE-MONTH PERIOD, OR (II) IF YOU HAVE NOT PAID US, THE AMOUNT OF $100. THESE EXCLUSIONS AND LIMITATIONS OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE CANCELLATION OR TERMINATION OF YOUR MEMBERSHIP AND/OR SUBSCRIPTION. CERTAIN APPLICABLE LAWS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify and hold harmless us and our affiliates, officers, directors, employees and agents, 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: (i) your use of and access to the Service; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; (iv) any claim that one of your User Submissions caused damage to a third party; or (v) any action taken by a third party using your account or user ID. This obligation will survive these Terms of Use and your use of the Service.
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH WSWD AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US. THIS INCLUDES A CLASS ACTION WAIVER.
Access to and use of any of the Service and these Terms of Use are governed by the laws of the State of New York and the United States as applicable therein, without resort to conflict of law provisions. WSWD makes no representation that the contents of any of the Services are appropriate or available for use outside of the United States, and those who choose to access any of the Service from other locations are solely responsible for compliance with their local laws. Except for any disputes, claims, suits, actions, causes of action, demands, or proceedings (collectively, “Disputes”) arising out of or related to a violation of User Conduct or Disputes in which either party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets, or patents, you and WSWD agree to (a) waive your and WSWD’s respective rights to have any and all Disputes arising from or related to these Terms of Use, or the Service resolved in a court, (b) waive your right to proceed in a class, collective, or consolidated capacity, and (c) waive your and WSWD’s respective rights to a jury trial. Your rights and WSWD’s rights during the arbitration process may be more limited than the rights you or WSWD would have in civil trial or appellate court. The Federal Arbitration Act and federal arbitration law apply to these Terms.
Any Dispute arising out of or relating to any of the Services or these Terms will be settled by binding arbitration before JAMS, Inc. and in accordance with the JAMS Comprehensive Arbitration Rules and Procedures. The rules of JAMS and additional information about JAMS are available on the JAMS website (jamsadr.com). By agreeing to be bound by these Terms, you either (a) acknowledge and agree that you have read and understand the rules of JAMS, or (b) waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.
ANY SUCH DISPUTE SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND SHALL NOT BE CONSOLIDATED IN ANY ARBITRATION WITH ANY DISPUTE OF ANY OTHER PARTY.
Each party shall be responsible for its costs incurred in such arbitration, but if you cannot afford to pay for the arbitration, you agree to provide us the option of paying the arbitrator before seeking to initiate any other form of dispute resolution, including litigation. The arbitration will be conducted in New York, New York and judgment on the arbitration award may be entered into by any court having jurisdiction thereof. The award of the arbitrator shall be final and binding upon the parties without appeal or review. You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the these Terms of Use by writing to: Attn: Legal Department, What Should We Do LLC, 1501 Broadway, Suite 1300, New York, New York 10036. In order to be effective, the opt-out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. BY OPTING OUT OF BINDING ARBITRATION, YOU ARE AGREEING TO RESOLVE DISPUTES ON AN INDIVIDUAL BASIS IN A COURT LOCATED IN NEW YORK, NEW YORK. Notwithstanding the foregoing, WSWD may immediately seek any interim or preliminary injunctive relief from any court of competent jurisdiction, as necessary to protect its rights or property (including intellectual property rights).
THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THR RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN JAMS RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR WSWD WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
These Terms, your access to and use of the Service and any claim or dispute you may bring against WSWD, its affiliates, subsidiaries, parent companies, members, shareholders, agents and assigns, shall be governed by and construed and enforced in accordance with the laws of the State of New York, without regard to conflict of law rules or principles (whether of the State of New York or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any Dispute between the parties that is not subject to arbitration or cannot be heard in small claims court, shall be resolved in the state or federal courts of the State of California and the United States, respectively, sitting in New York, New York.
Notwithstanding anything contained in these Terms of Use, we reserve the right, without notice and in our sole discretion, to terminate your right to access or use the Service and/or Membership, at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you in such event and that you will not be entitled to a refund of any amounts that you have already paid to us, to the fullest extent permitted by applicable law.
If any term, clause or provision of these Terms of Use is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms of Use and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
If WSWD sells its assets to or is acquired by another company, or if it merges with another company, you, by using the Service, authorize WSWD to assign the information you provided to WSWD or that WSWD has collected while you use the Service.
We reserve the right, at any time, to change any fees or charges for using any services or Membership provided on the Service (or to begin charging fees for any free service), provided that such changes will not apply to fees or charges paid prior to the time of the change.
You agree that the Service shall be deemed a passive service based solely in New York and shall not give rise to personal jurisdiction over us, either specific or general, in jurisdictions other than New York. These Terms of Use, together with the Privacy Policy and any other legal notices published by us on the Service or in other materials distributed in connection with our services, constitute the entire agreement between you and us concerning the Service and our services.
No waiver of any term of this these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.
To the fullest extent permitted by applicable law, NO CLAIM UNDER THESE TERMS OF USE SHALL BE JOINED TO ANY OTHER CLAIM, INCLUDING ANY CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE OR THE SITE, AND NO CLASS ACTION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you be instituted more than three (3) years after the cause of action arose.
Most communications between us and you will be sent and received electronically. You agree that all agreements, notices, disclosures and other electronic communication exchanged between you and us shall satisfy any legal requirements that such communications be in writing.
If you have any questions, comments or concerns about the Terms of Use, you may contact us at the following address:
What Should We Do LLC
1501 Broadway, Suite 1300
New York, New York 10036