WSH Network
WSH Network
WSHNETWORK, INC.
WHEREAS, WSHNETWORK, INC., a Delaware corporation (the "Company"), has developed and operates a proprietary social media application and related services (collectively, the "App");
WHEREAS, the individual or entity registering for, accessing, or using the Company's services ("User" or "you") desires to access and use the App, subject to the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
BY CLICKING "I AGREE" OR A SIMILAR AFFIRMATION, REGISTERING FOR AN ACCOUNT, DOWNLOADING THE APP, OR USING THE APP IN ANY MANNER, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THIS AGREEMENT; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE APP.
If you are entering into this Agreement on behalf of a corporation, partnership, or other legal entity, you represent and warrant that you have the full legal authority to bind such entity to this Agreement. In such an event, "User" and "you" shall refer to such entity.
The Company's Privacy Policy is hereby incorporated by reference into this Agreement. The User acknowledges that they have reviewed and consent to the terms of the Privacy Policy.
The App provides a private, authenticated social platform for university-affiliated communities. The Company is an independent entity and is not affiliated with, sponsored by, or otherwise connected to any educational institution. Content and views expressed within the App are those of the Users and do not represent the views of the Company or any affiliated university.
Certain features of the App may require verification of the User's affiliation with an educational institution. While the Company employs various methods to verify such affiliation, it does not guarantee that all Users within a specific community are current students or affiliates of the respective institution.
To access the App, the User must create an account ("Account") and provide accurate and complete information as requested, including, but not limited to, a valid email address and phone number. The User agrees to maintain and promptly update all Account information to ensure it remains current and accurate.
The User is solely responsible for maintaining the confidentiality of their Account credentials, including any password or other access information. All activities that occur under the User's Account are the sole responsibility of the User. The Company disclaims all liability for any loss or damage arising from unauthorized use of a User's Account. The User shall immediately notify the Company in writing of any suspected or actual unauthorized use of their Account or any other breach of security.
The individual who creates the Account is the "Account Owner." If the Account is created on behalf of an entity, the entity shall be the Account Owner. The Account is non-transferable.
"User-Generated Content" shall mean any and all content, in any format, that a User submits, uploads, publishes, or otherwise makes available through the App.
The User is solely responsible for all User-Generated Content originating from their Account. The Company acts as a passive conduit for the distribution of User-Generated Content and does not create, endorse, or assume any responsibility for it. The Company reserves the right, but not the obligation, to monitor, review, and remove User-Generated Content at its sole discretion.
By making any User-Generated Content available through the App, the User grants the Company a worldwide, perpetual, irrevocable, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, distribute, publicly display, and otherwise exploit such User-Generated Content in connection with the operation of the App.
The User represents and warrants that they are at least eighteen (18) years of age. The App is not intended for individuals under the age of eighteen (18).
The User represents and warrants that their use of the App will comply with all applicable federal, state, and local laws, regulations, and ordinances. The User agrees to act in good faith and in a professional manner in all interactions with other Users.
The User represents and warrants that their User-Generated Content shall not:
The User shall not, directly or indirectly, engage in any of the following activities:
All text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, trademarks, logos, and other content (collectively, "Proprietary Material") that Users see or read through the App is owned by the Company, excluding User-Generated Content. Proprietary Material is protected by copyright, trademark, and other intellectual property laws. The User shall not copy, download, use, redesign, reconfigure, or retransmit anything from the App without the Company's express prior written consent.
Subject to the terms and conditions of this Agreement, the User is hereby granted a limited, non-exclusive, non-transferable, freely revocable license to access and use the App for its intended purpose. The Company may terminate this license at any time for any reason or no reason.
The User may submit comments, ideas, or feedback about the App ("Feedback"). By submitting any Feedback, the User agrees that their disclosure is gratuitous, unsolicited, and without restriction and will not place the Company under any fiduciary or other obligation, and that the Company is free to use the Feedback without any additional compensation to the User.
"Confidential Information" shall mean all non-public information disclosed by the Company, including, but not limited to, trade secrets, proprietary information, technical data, research, product plans, and business strategies. Confidential Information does not include information that is (a) publicly known through no fault of the User; (b) independently developed by the User; or (c) rightfully obtained from a third party without a duty of confidentiality.
The User agrees not to disclose, transfer, or use any Confidential Information for any purpose other than the use of the App in accordance with this Agreement. The User shall use the same degree of care to protect the Confidential Information as they use to protect their own confidential information, but in no event less than a reasonable degree of care.
THE APP IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE APP WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE APP; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE APP; (C) ANY CONTENT OBTAINED FROM THE APP; AND (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT THE COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
IN NO EVENT SHALL THE AGGREGATE LIABILITY OF THE COMPANY EXCEED THE GREATER OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE AMOUNT YOU PAID THE COMPANY, IF ANY, IN THE PAST SIX MONTHS FOR THE SERVICES GIVING RISE TO THE CLAIM.
The User agrees to defend, indemnify, and hold harmless the Company, its affiliates, and their respective 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: (a) the User's use of and access to the App; (b) the User's violation of any term of this Agreement; (c) the User's violation of any third-party right, including without limitation any copyright, property, or privacy right; or (d) any claim that the User's User-Generated Content caused damage to a third party.
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.
Any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in Dover, Delaware, before one arbitrator. The arbitration shall be administered by the American Arbitration Association ("AAA") pursuant to its Commercial Arbitration Rules. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
THE USER AND THE COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both the User and the Company agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.
The User may terminate this Agreement at any time by deleting their Account and ceasing all use of the App.
The Company may, in its sole discretion, suspend or terminate the User's Account and access to the App at any time, for any reason or no reason, including, but not limited to, a breach of this Agreement. The Company shall not be liable to the User or any third party for any such suspension or termination.
The provisions of this Agreement that, by their nature, should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
This Agreement, together with the Privacy Policy, constitutes the entire agreement between the User and the Company concerning the App and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written.
The Company reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material, the Company will provide at least thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at the Company's sole discretion.
This Agreement may not be assigned or transferred by the User without the Company's prior written consent. The Company may assign or transfer this Agreement, without restriction. Any assignment in violation of this section shall be void.
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and the Company's failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement, and the User does not have any authority of any kind to bind the Company in any respect whatsoever.
All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or email; or the day after it is sent, if sent for next-day delivery by a recognized overnight delivery service.
Any questions, complaints, or claims with respect to the App should be directed to the Company at:
WSHNETWORK, INC.
8 The Green, Suite B
Dover, DE 19901
Email: contact@wshnetwork.com