Terms & Conditions

1.Your Agreement with Woven

These Terms and Conditions (the “Terms”) govern the use and management of data obtained by Woven Inc. (“we”, or “us”) in the course of its clients’ (“you”) use of and access to our website and other services, (collectively, the “Services”). If you have entered into another agreement with us concerning specific Services, then the terms of that agreement controls where it conflicts with the Terms. By using the services herein described, you acknowledge that you have read this agreement, understand it and agree to be bound by its terms. If you are entering into this agreement on behalf of an entity, you represent and warrant that you have legal authority to bind that entity.

Choice of Law

These Terms and any action related thereto will be governed by the laws of the Province of Ontario, Canada. You agree that the exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms will be the provincial and federal courts located in Ontario.  You may have additional rights under your local law. We do not seek to limit those rights where it is prohibited to do so by law.

Updates to Terms

We may make changes to the Terms from time to time. If we do, the most recent version of the Terms will be published on our website. You should look at the Terms regularly. Unless otherwise noted, the amended Terms will be effective immediately, and your continued use of our Services will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.

2.PrivacyPrivacy Policy

For information about how we collect, use, share, or otherwise process information about you and your use of our website, please see our Privacy Policy. 

3.Account TermsYour Account

To access and use the Services with greater ease and for future purchases, you may register for a Woven account (“Account”). To complete your Account registration, you must provide us with your full legal name, address, phone number, a valid email address, and any other information indicated as required. Woven may reject your application for an Account, or cancel an existing Account, for any reason, at our sole discretion.

Account Authority

If you are entering into this Agreement on behalf of an entity, you represent and warrant that the entity will utilize the Services under a single account. You agree not to impersonate any person or  entity or misrepresent your identity or affiliation with any person or entity, including using another person's username, password or other account information. You are responsible for the security of your  password and for any use of your account. You also agree to notify us via email of any unauthorized use  of your username, password, other account information, or any other breach of security that you become aware of involving or relating to the Services.

Eligibility

You must be the older of: (i) 18 years, or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Services to open an account.

Account Acknowledgments

You acknowledge that Woven will use the email address you provide on opening an Account or as updated by you from time to time as the primary method for communication with you (“Primary Email Address”). You must monitor the Primary Email Address you provide to Woven and your Primary Email Address must be capable of both sending and receiving messages. Your email communications with Woven can only be authenticated if they come from your Primary Email Address. 

You are responsible for keeping your password secure. Woven cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.

You agree not to work around, bypass, or circumvent any of the technical limitations of the Services, use any tool to enable features or functionalities that are otherwise disabled in the Services.

You agree not to access the Services, or monitor any material or information from the Software or Services using any robot, spider, scraper, or other automated means.

4.Indemnification by LicenseeIndemnification – Third Party Claims

You defend, indemnify and hold harmless Woven, its affiliates, and their respective officers, directors, employees, agents, licensors and any third-party providers, from and against all claims, losses, damages and costs, including reasonable attorneys’ fees, arising from any third-party claim against Woven related to your use of our Services.

Indemnification – First Party Claims

You indemnify Woven and our subsidiaries, affiliates, officers, agents, employees, partners, and licensors from any claim, demand, loss, or damage, including reasonable attorneys’ fees, arising out of or related to your use of our Services (as applicable), or your violation of the Terms. We have the right to control the defense of any claim, action, or matter subject to indemnification by you with counsel of our own choosing. You will fully cooperate with us in the defense of any such claim, action, or matter.

5.Exclusion of WarrantiesWarranties

Woven does not warrant or represent:

the completeness or accuracy of the information provided through the Services;that the material on our website is up to date;that our Services will operate without fault; orthat our Services will remain available indefinitely.

6.Your ContentFeedback

You have no obligation to provide us with ideas, suggestions, proposals, or bug or crash reports (“Feedback”). If you submit Feedback to us however, you grant us a non-exclusive, irrevocable, perpetual, worldwide, royalty-free, sublicensable, and transferable license to make, use, sell, have made, offer to sell, import, export, reproduce, publicly display, distribute, modify, and publicly perform the Feedback.

User-generated Content

You understand that any data presented to you through the use of the Services is the exclusive property of Woven.

You further acknowledge that subject to our Privacy Policy, any rights of ownership of any data uploaded by you to the Services is forfeited, and shall thereafter become the sole property of Woven.

7.Limitation of LiabilityLiability

We are not liable to you or anyone else for any special, incidental, indirect, consequential, moral, exemplary or punitive damages whatsoever, regardless of cause, including losses and damages (A) resulting from loss of use, data, reputation, revenue, or profits; (B) based on any theory of liability, including breach of contract or warranty, negligence, or other tortious action; or (C) arising out of or in connection with your use of or access to the Services.

Maximum Application

These limitations and exclusions in this section 7 (Limitation of Liability) apply to the maximum extent permitted by law even if (A) a remedy does not fully compensate you for any losses or damages you may suffer; or (B) we knew or should have known about the possibility of damages.

These Terms set forth the entire liability of Woven and its affiliates as well as your exclusive remedy with respect to access and use of the Services.

8.Dispute ResolutionProcess

If you have any concern or dispute, you agree to first try to resolve the dispute informally by contacting us. If a dispute is not resolved within 30 days of receipt by us, any resulting legal actions must be resolved through mediation. Claims related to the Terms, Services, or Privacy Policy are permanently barred if not brought within one year of the event resulting in the claim.

Rules

Woven will have the exclusive right to determine the mediator for such mediation. The mediation will be conducted in the English language, but any witness whose native language is not English may give testimony in the witness’ native language, with simultaneous translation into English (at the expense of the party presenting the witness). 

Class Actions

You may only resolve disputes with us on an individual basis, and you may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action.

Injunctive Relief

Notwithstanding the foregoing, in the event of your or others’ unauthorized access to or use of the Services in violation of the Terms, you agree and acknowledge that money damages may not be a sufficient remedy for any such breach or threatened breach, and that such violation shall entitle us to equitable relief, including injunctive relief and specific performance, as a remedy for any such breach. Such remedies are not the exclusive remedy for any such breach, but shall be in addition to all other remedies available at law or in equity.

9.MiscellaneousSeverability

If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.

Notice to Woven

You may send notices to us by email at hartshorn.whitney@gmail.com

Notice to You

We may notify you by email, postal mail, postings within the Services, or other legally accepted means. It is your responsibility to keep your information current to receive notifications. 

Non-assignment

You may not assign or otherwise transfer the Terms or your rights and obligations under the Terms, in whole or in part, without our written consent, and any such attempt will be void. We may transfer our rights under the Terms to a third party.

Headings

Headings used in the Terms are provided for convenience only and will not be used to construe meaning or intent.

No waiver

Our failure to enforce or exercise any provision of the Terms is not a waiver of that provision.

Force majeure

Neither party will be liable to the other for any delay or failure to perform any obligation (other than your payment obligations to Woven) under the Terms if the delay or failure is due to unforeseen events, which occur after the effectiveness of the Terms and which are beyond the reasonable control of the parties, such as strikes, cyber attacks and hackings, blockade, war, terrorism, riots, natural disasters, refusal of license by the government or other governmental agencies, or any other event or circumstance beyond the reasonable control of the relevant party in so far as such an event prevents or delays the affected party from fulfilling its obligations and such party is not able to prevent or remove the force majeure at reasonable cost.