Welcome to Wytebox! These Terms of Service ("Terms") govern your access and use of our services, including our website, related websites, data files, applications, and software ("Services").
"Wytebox," "we," "us," and "our" refer to Wytebox Inc., a Delaware corporation. Please read these Terms carefully before using our Services. By accessing or using our Services, you agree to be bound by these Terms.
If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms. You must be at least 13 years old to use our Services.
Additional Terms
Certain Services may be subject to additional terms ("Supplemental Terms"), which will be presented to you for acceptance when you access those Services. If there is a conflict between these Terms and any Supplemental Terms, the Supplemental Terms will control.
Arbitration Notice
Except for certain disputes described in the Arbitration section below, you agree that disputes between you and Wytebox will be resolved by binding arbitration, and you waive any right to participate in a class-action lawsuit or class-wide arbitration.
1. Use of Services and Wytebox Property
Our Services are protected by copyright, trademark, and other intellectual property laws. Subject to these Terms, we grant you a non-exclusive, non-transferable, non-sublicensable, limited right to access and use the Services for your internal business purposes.
1.1 Authorized Users and Usage Limits
Only authorized users specified in your order ("Order") may access and use the Services. Your usage is subject to the limitations set forth in your Order and our pricing page.
1.2 Updates
We may update our Services from time to time, with or without notice. You may need to update third-party software to use our Services.
1.3 Restrictions
You agree not to:
- License, sell, rent, lease, transfer, assign, reproduce, distribute, host, or commercially exploit our Services.
- Frame or use framing techniques to enclose our trademarks, logos, or other proprietary content.
- Use metatags or other "hidden text" using our name or trademarks.
- Modify, translate, adapt, merge, create derivative works of, disassemble, decompile, reverse compile, or reverse engineer our Services, except as permitted by applicable law.
- Scrape or download data from our website, except for public search engines with revocable permission to create publicly available searchable indices (not caches or archives).
- Access our Services to build a similar or competitive service.
- Copy, reproduce, distribute, republish, download, display, post, or transmit any part of our Services without permission.
- Remove or destroy copyright notices or other proprietary markings on our Services.
1.4 Third-Party Materials
Our Services may include materials hosted by third parties. We are not responsible for such materials, and you access them at your own risk.
2. Registration
2.1 Account Registration
To access certain features, you may need to register for an account ("Account").
2.2 Registration Data
You agree to provide accurate and complete registration information and to keep it updated. You represent that you are of legal age and not prohibited from using our Services. You are responsible for all activity under your Account. You may not share your Account credentials.
2.3 Account Ownership
You acknowledge that you have no ownership interest in your Account. All rights in and to your Account are owned by Wytebox.
2.4 Equipment and Software
You are responsible for providing and maintaining the equipment and software necessary to access our Services, including internet access.
3. Content Responsibility
3.1 Content Ownership
You are solely responsible for all content you upload, post, email, transmit, or otherwise make available through our Services ("Your Content"). You are also responsible for all content made available by other users ("User Content").
3.2 Content Screening
We are not obligated to pre-screen Content, but we reserve the right to do so at our sole discretion. We may refuse or remove any Content that violates these Terms or is otherwise objectionable.
3.3 Content Storage
We are not obligated to store Your Content. We are not responsible for the deletion, accuracy, storage, transmission, or security of any Content. We may impose reasonable limits on Content storage, such as file size and storage space limits.
4. Ownership
4.1 Wytebox Property
Except for Your Content and User Content, we own all rights, title, and interest in our Services.
4.2 Your Content
You retain ownership of Your Content. However, by making Your Content available through our Services, you grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, display, and publicly perform Your Content for the purpose of providing and operating our Services.
4.3 Feedback
You may submit feedback to us ("Feedback"). You grant us a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, display, and publicly perform your Feedback.
5. User Conduct
You agree not to:
- Make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically, or otherwise objectionable.
- Harm minors.
- Impersonate any person or entity.
- Make available any Content that you do not have a right to make available.
- Infringe upon the intellectual property rights of others.
- Violate any applicable laws or regulations.
- Assist others in violating these Terms.
6. Investigations
We may monitor and review our Services and Content at any time. We may investigate and take action regarding violations of these Terms, including removing Content, terminating your access, and cooperating with law enforcement.
7. Fees and Payment
7.1 Payment
You agree to pay all fees and charges associated with your Account and Order. You are responsible for providing accurate billing information and notifying us of any changes.
7.2 Service Subscription Fees
You will be responsible for payment of the applicable fees for any Services at the time you create your Account and select your subscription package. Your subscription will automatically renew for successive periods of equivalent duration unless you or we provide written notice of non-renewal at least thirty (30) days prior to the expiration of the then-current subscription term.
7.3 Taxes
You are responsible for all applicable taxes.
7.4 Free Trials
Free trials are subject to the specified time limits. At the end of the trial period, your access may expire.
7.5 Billing Disputes
You must notify us in writing within seven (7) days of receiving your invoice if you dispute any charges.
8. Indemnification
You agree to indemnify and hold harmless Wytebox and our affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, and expenses, including legal fees and expenses, arising out of or relating to: (a) Your Content; (b) your use of our Services; (c) your violation of these Terms; (d) your violation of any rights of another party; or (e) your violation of any applicable laws.
9. Disclaimer of Warranties
OUR SERVICES ARE PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. WE DISCLAIM ALL WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. WE DO NOT WARRANT THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
10. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF OUR SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CLAIMS, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES.
OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF OUR SERVICES, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO US FOR THE SERVICES IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY; OR (B) ONE HUNDRED DOLLARS ($100).
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
11. Termination
11.1 Termination by Us
We may terminate your access to our Services, with or without cause, at any time, with or without notice. We may also terminate your Account if you violate these Terms, are inactive for an extended period, or if we are required to do so by law.
11.2 Termination by You
You may terminate your Account at any time by following the instructions on our website.
11.3 Effect of Termination
Upon termination of your Account, you will no longer have access to our Services, and we may delete your Account and any related information, files, and content.
12. Dispute Resolution
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
12.1 Agreement to Arbitrate
You and Wytebox agree that any dispute, claim, or controversy arising out of or relating to these Terms, 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 binding arbitration in Santa Clara County, California before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. The arbitrator shall be neutral and independent and shall have at least five (5) years of experience resolving intellectual property disputes.
12.2 Exceptions to Agreement to Arbitrate
Notwithstanding the above, you or Wytebox may choose to seek relief in small claims court for disputes or claims within the scope of that court's jurisdiction. Additionally, nothing in these Terms will prevent us from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's copyrights, trademarks, trade secrets, patents, or other intellectual property rights.
12.3 No Class Actions
YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST WYTEBOX ONLY IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
12.4 Costs of Arbitration
Payment of all filing, administration, and arbitrator fees will be governed by the JAMS Rules, unless otherwise stated in this Agreement to Arbitrate. If the value of your claim is less than $10,000, Wytebox will pay for the reasonable filing, administrative and arbitrator fees associated with the arbitration, unless the arbitrator finds that either the substance of your claim or the relief sought in the Demand was frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
12.5 Opt-Out Right
You have the right to opt out and not be bound by the arbitration provisions set forth in this Section by sending written notice of your decision to opt out to the following address: support@wytebox.com within thirty (30) days of the date you first agreed to these Terms. Your notice must include your name, address, email address, and an unequivocal statement that you want to opt out of this Agreement to Arbitrate. If you opt out of these arbitration provisions, Wytebox also will not be bound by them.
13. Governing Law
These Terms and any action related to these Terms will be governed by the laws of the State of Delaware, without regard to conflict of laws provisions. You agree that any and all disputes relating to these Terms will be litigated only in the state or federal courts located in Delaware.
14. General Provisions
14.1 Entire Agreement
These Terms constitute the entire agreement between you and Wytebox relating to your access to and use of our Services and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written.
14.2 Waiver
No waiver of any provision of these Terms will be effective unless in writing and signed by an authorized representative of Wytebox. The waiver by either party of a breach of any provision of these Terms shall not operate or be construed as a waiver of any other or subsequent breach.
14.3 Severability
If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck from these Terms and the remaining provisions will remain in full force and effect.
14.4 Notices
All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, upon the first business day following deposit in the United States mail, postage prepaid, certified or registered, return receipt requested, addressed as follows: If to Wytebox, to the address provided on our website; if to you, to the email address you provided to us.
14.5 Assignment
You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign or transfer these Terms, in whole or in part, without restriction.
14.6 Force Majeure
We will not be liable for any delay or failure to perform our obligations under these Terms due to any cause beyond our reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes, lockouts, or shortages of transportation, fuel, energy, labor, or materials.
14.7 No Third-Party Beneficiaries
These Terms are for the benefit of the parties hereto and their respective successors and permitted assigns and are not intended to benefit any third party or create any obligation or liability of a party to any such third party.
14.8 Relationship of the Parties
The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties.
14.9 Electronic Communications
You consent to receive communications from us electronically. We may communicate with you by email or by posting notices on our website. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
14.10 Survival
The following sections shall survive any expiration or termination of these Terms: Ownership, Disclaimer of Warranties, Limitation of Liability, Indemnification, Dispute Resolution, Governing Law, and General Provisions.
15. Contact Us
If you have any questions about these Terms, please contact us at: support@wytebox.com.