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Terms of Use

Effective Date: April 1, 2024

These terms of use (“Terms of Use” or “Terms”) shall govern your use of various web pages and mobile applications (collectively the “Website”) operated by Woosh Inc., and any affiliates or subsidiaries (collectively “Woosh“, “We”, or “Us”). The terms “You” or “Your” refer to You, the user(s) regardless of whether you are a sole natural person, using our Services jointly with another person or people, or an entity.

Certain provisions of these Terms apply only to specified Services. For example, special provisions applicable to Airchat mobile app (Airchat). If you subscribe to Airchat mobile application, your use of Airchat mobile application is governed in Section 14 and the EULA, which you are required to enter into in order to use Airchat mobile application. You can subscribe to one of the option plans offered for Airchat mobile application through an App Store of your choice. At this time subscription to Airchat mobile application is free of charge. EULA applies by its terms to all mobile applications of Woosh. If you are a user of such Service, that section and EULA applies to you, in addition to other provisions of these Terms. References to Services throughout these Terms include Airchat.

These Terms of Use, along with our Privacy Policy, Mobile Application End User License Agreement and Terms of Use (“EULA”) as applicable (collectively, the “Terms“) govern your use of the Website, software, mobile applications, features, products, and services that include an authorized link to these Terms (collectively, the “Services“).

Please review these Terms carefully before using the Services because they affect your rights. By using the Website and any of the Services, you accept these Terms and agree to be legally bound by them.

Additional terms may apply to your use of certain Services, including features of our Services that are provided by third parties. These terms will be provided to you or posted on the Services to which they apply, and they are incorporated by reference into these Terms. If there is a conflict between these Terms and any additional terms that apply to a particular Service, the additional terms will control.

Sweepstakes, contests, and promotions on the Services may also have additional rules and eligibility requirements, such as certain age or geographic area restrictions. You are responsible for complying with these rules and requirements.

IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

1. Changes

These Terms are effective as of the Effective Date above. If you have not reviewed the Terms applicable to a Service since the Effective Date, please review these updated Terms carefully before using any Service.

We may change these Terms in the future, so we encourage you to review periodically the Terms of Use applicable to each Service you use. The most current version of the applicable Terms of Use (along with its effective date) will be linked from each of the Services. If you do not agree with any changes to these Terms, your sole remedy is not to use the Website and the Services. If you continue to use the Website and the Services after we change these Terms, you accept all changes.

2. Privacy Policy; Additional Terms

Our Privacy Policy describes our practices concerning data that you provide or that we may collect about you through the Services, and you consent to our use of data in compliance with the Privacy Policy. Our Privacy Policy can be found at https://www.air.chat/

3. Access to the Services: Territory, Age, Registration and Access Controls

The Services are intended solely and exclusively for residents of the United States, its territories, and possessions (“U.S.“) while they are located in the U.S. Use of and registration for the Services are void where prohibited. We may at our sole discretion use technology to limit access to the Services from outside the U.S. Your location may not be identified accurately by the technology we use, so you may be unable to access the Services or parts thereof even if you are located in an area in which we intend to provide access. You consent to Woosh and its third-party service providers determining your location for purposes of providing the Services. Software available in connection with Services may be subject to U.S. export control laws. You agree not to export or re-export such software in violation of U.S. export control laws.

All of our Services are designed for and targeted to adults. They may contain certain content that may not be appropriate for children or that you might find objectionable. To access and use any such Services, you must be at least 18 years of age (or whatever the applicable age of majority (legal adulthood) is where you are located. It is your sole responsibility to determine whether the content in the Services is suitable for you.

By using the Services, you represent and warrant that you meet applicable eligibility requirements.

If we request information from you to set up a user account, you must provide us with accurate and complete information and must update the information when it changes. As part of the registration process, you may be asked to choose a username and password. We may refuse to grant you any particular username in our sole discretion. You agree to maintain the confidentiality of your access credentials and not share them with any other person. You must notify us immediately if you become aware of any unauthorized use of your access credentials or any other breach of security. Even if you notify us, you are solely responsible for any and all use of your account and access credentials, including for any charges incurred. We are not responsible for any loss or damage resulting from unauthorized use. You may close your account at any time through the account management functionality of the applicable Service. However, these Terms will continue to apply to your activity while you were registered, including information you provided while your account was active and our records of your activity. These terms also will apply to your subsequent use of the Services not requiring an account registration.

In connection with an account you register, we and the companies we work with to provide the Services may send you emails regarding the Services from time to time. You agree that we and such companies may send emails relating to the Services to the email address that you provide even if you have opted out of receiving other email from us.

4. Intellectual Property; License

The audio and video materials, photographs, text, graphics, logos, layouts, designs, interfaces, software, data, and other content associated with the Website and the Services (“Content“) are protected by intellectual property and other laws in the U.S. and in other countries. You must comply with all such laws and applicable copyright, trademark or other legal notices or restrictions. You shall not remove or alter any copyright, trademark, or other legal notices marked on the Content. As between you and Woosh, Woosh will retain all right, title, and interest in and to the Services and the Content. No transfer of ownership to any portion of the Content shall be made as a result of any access you are granted. Except as specifically provided below, we and our licensors reserve all rights to the Services and Content.

You are only permitted to access and view the Content for personal, non-commercial purposes in accordance with these Terms, and may not build a business or other enterprise utilizing any of the Content, whether for profit or not. Except as provided in Section 4(a) or otherwise expressly authorized by us in writing, you may not either directly or through the use of any software, device, Internet site, web-based service or other means download, stream capture, store in a database, archive or otherwise copy any part of the Services or Content; upload, sell, rent, lease, lend, broadcast, transmit or otherwise disseminate, distribute, display or perform any part of the Services or Content; license or sublicense any part of the Services or Content; or in any way exploit any part of the Services or Content. In addition, except as provided in Section 4(a) or otherwise expressly authorized by us in writing, you are strictly prohibited from modifying Content; creating, distributing or advertising an index of any significant portion of the Content; or otherwise creating derivative works or materials that otherwise are derived from or based in any way on the Content, including mash-ups and similar videos, montages, translations, desktop themes, fonts, icons, wallpaper, greeting cards, and merchandise. This prohibition from creating derivative works is applicable even if you intend to give away the derivative material free of charge.

Without limiting the foregoing, you may not modify, interfere with, enhance, remove, or otherwise alter in any way any portion of the Website or the Services that contain streaming, downloading, uploading, discussion board, forum, or other interactive features (“Features”); any of the Features' underlying technology; or any digital rights management mechanism, device, or other content protection or access control measure incorporated into the Features. This restriction includes, without limitation, disabling, modifying, reverse engineering, interfering6 with or otherwise circumventing the Features in any manner that enables users to view Content without: (1) visibly displaying both the Features and all surrounding elements (including the graphical user interface, any advertising, copyright notices, and trademarks) of the webpage where the Features are located; and (2) having full access to all functionality of the Features, including, without limitation, all video quality and display functionality and all interactive, elective or click-through advertising functionality.

Viral Distribution

We may expressly authorize you to redistribute certain Content on a personal, non-commercial basis. We will identify the Content that you are authorized to redistribute and describe ways you may redistribute it (such as via email, blogs, or embedded players, or by producing Mash-ups). We may revoke this authorization at any time. If you redistribute such Content, you must be able to edit or delete such publicly posted Content and you must edit or delete it promptly upon our request. When expressly authorized by us in writing, you may embed videos, pictures, photographs or text using the Features, provided you do not embed the Features on any website or other location that (1) contains or hosts content that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, infringing, threatening, sexually explicit, racist, that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise objectionable or (2) links to infringing or unauthorized content, or any content described in above in clause (1). You may not embed the Features into any hardware or software application, even for non-commercial purposes. As determined by us in our sole discretion, we reserve the right to prevent embedding to any website or other location that we find inappropriate or otherwise objectionable as determined by us in our sole discretion.

Commercial Licenses

You must obtain our written permission for commercial use of the Content or the Services. If you wish to license Content from the Services, please contact us at legal@getairchat.com.

5. Legal Complaints

Copyright Claims

Digital Millennium Copyright Act (DMCA) Notice and Policy

We respect the intellectual property rights of others. If you believe that any material available on or through the Application infringes upon any copyright you own or control, please immediately notify our us using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to federal law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Application infringes your copyright, you should consider first contacting an attorney.

All Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and include the following information: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Application are covered by the Notification, a representative list of such works on the Application; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (4) information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an email address at which the complaining party may be contacted; (5) a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (6) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed upon.

Other Complaints

If you have a complaint regarding any Content on the Services that is not related to copyright infringement, but concerns Content that is objectionable and/or violates the terms of this Agreement, you may contact us at Support@getairchat.com. In your complaint, please provide the reason for your complaint, identify the relevant Service and the location of the Content on the Service, the specific type of Content, and the name of the author, if available or applicable.

Errors and Inaccuracies

We are constantly updating product and Service offerings. We may experience delays in updating information on the Website or on a Service and in our advertising on other websites. The information found on the Service may contain errors or inaccuracies and may not be complete or current. Products or services may be mispriced, described inaccurately, or unavailable on the Service and we cannot guarantee the accuracy or completeness of any information found on the Service. We therefore reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

6. User Submissions

Some of the Services may allow you to submit or transmit to or through the Services audio, video, text, or other materials, including so-called “user generated content“ and “feedback“ and postings to third-party social media sites (collectively, “User Submissions“). When you provide User Submissions, you grant to Woosh and its affiliates and partners a non-exclusive, worldwide, royalty-free, perpetual, irrevocable, fully sublicensable license to use, reproduce, archive, edit, translate, create derivative works of, make available, distribute, sell, display, perform, transmit, broadcast and in any other way exploit those User Submissions, and any names, voices, likenesses, and other identifying information of persons that is part of those User Submissions, in any form, media, software, or technology of any kind now known or developed in the future, including, without limitation, for developing, manufacturing, and marketing products. You hereby waive any moral rights you may have in your User Submissions. For clarity, we are not required to and will not provide any form of compensation for any use of your User Submissions.

We respect your ownership of User Submissions. If you owned a User Submission before providing it to us, you will continue owning it after providing it to us, subject to any rights granted in these Terms and any access granted to others. Please note that even where a Service provides a deletion capability for User Submissions, and you delete a User Submission from the Service:

  • The User Submission may still exist in our backup copies, which are not publicly available.
  • If your User Submission was shared with third parties, those third parties may have retained copies of your User Submissions, and neither we nor our affiliates have any responsibility for any uses of your User Submission that they might make.
  • We retain the license specified above. Thus, for example, if we or one of our sublicensees obtained your User Submission for use in creating a derivative work before you deleted it, we or our sublicensee would remain free to complete the creation of that derivative work and thereafter exploit that derivative work for all purposes and at all times.

We may impose limits on the size or number of User Submissions (e.g., limits on storage space or inbound or outbound messages) or otherwise refuse or remove a User Submission with or without cause and without notice to you. However, we have no obligation to monitor User Submissions, and you agree that neither we nor our affiliates will be liable for (1) User Submissions; (2) any failure to store, receive or deliver User Submissions; or (3) any loss or damage resulting from User Submissions.

Except as provided in the Privacy Policy, we do not guarantee that User Submissions will be private, even if the User Submission is in a password-protected area. Accordingly, you should not provide User Submissions that you want protected from others.

You bear all responsibility for your User Submissions. You represent and warrant that you have all rights necessary to grant to Woosh the license above and that your User Submissions do not violate Section 10 of these Terms.

7. Third-Party Content, Products and Services

We may provide third party content (including advertisements), products or services or link to third party websites or other services on the Services. We do not necessarily endorse or evaluate third party content, products, and services; we do not assume responsibility for third parties' actions or omissions; and we have no liability whatsoever for goods and services you may obtain from or through other services, even if you were directed or linked to such a service through our Service. You should review third parties' terms of use and privacy policies before you use their services. In certain instances, you may be able to connect and/or link your account to certain third-party social media sites (“Social Media Sites“), including, without limitation, Facebook, and Twitter. BY CONNECTING OR LINKING YOUR ACCOUNT TO ANY SOCIAL MEDIA SITE, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE CONSENTING TO THE CONTINUOUS RELEASE OF INFORMATION ABOUT YOU TO OTHERS, INCLUDING TO THE SOCIAL MEDIA SITE (IN ACCORDANCE WITH YOUR PRIVACY SETTINGS ON SUCH SOCIAL MEDIA SITE). IF YOU DO NOT WANT INFORMATION ABOUT YOU TO BE SHARED IN THIS MANNER, DO NOT CONNECT OR LINK YOUR ACCOUNT TO ANY SOCIAL MEDIA SITE.

8. Other Fee-Based Offerings

If you accept fee-based Services other than Airchat, you agree to the additional terms governing all such purchases or subscriptions as provided to you or posted on the Services to which they apply, including all requirements to pay applicable fees and taxes. Except as otherwise provided in such additional terms, the provisions of this Section 9 apply to such fee-based Services.

Unless otherwise stated, all fees and charges are non-refundable, including for unused portions of cancelled subscriptions. We do not provide price protection or refunds in the event of a price drop or promotional offering.

Woosh reserves the right to change the pricing of all Services and to impose subscription or other fees on previously free Services at any time. In the event of a price change, Woosh will post the new pricing on the relevant Service and attempt to notify you by sending an email to the address you have registered.

We may offer trial subscriptions to paid Services for free or at special discounted prices. Unless otherwise stated, these trial subscriptions will automatically become paying subscriptions at the current subscription rate if you do not cancel before the end of the trial period.

The Website and/or the Services may offer various products for sale (“Products“). You are responsible for any taxes imposed on the sale or use of Products, and applicable taxes will be added to the amount charged for Products purchased on through the Services.

9. Acceptable Use

Without limiting any other provision in these Terms, you agree not to do the following, or assist others to do the following:

  • Access the Services using any interface other than ours, including by making any automated use of the Services such as using scripts to interact with the Services;
  • Maintain any link to the Services that we ask you to remove, in our sole discretion;
  • Frame the Services or Content, make the Services or Content available via in-line or “deep“ links, otherwise, display the Services or Content in connection with an unauthorized logo or mark, or do anything that could falsely suggest a relationship between Woosh or its affiliates and any third party or potentially deprive us of revenue (including, without limitation, revenue from advertising, branding, or promotional activities);
  • Threaten, defame, stalk, abuse, or harass other persons or engage in illegal activities, or encourage conduct that would constitute a criminal offense or give rise to civil liability;
  • Transmit any material that is inappropriate, profane, vulgar, offensive, false, disparaging, defamatory, obscene, illegal, sexually explicit, racist, that promotes violence, racial hatred, or terrorism, or that we deem, in our sole discretion, to be otherwise, objectionable;
  • Violate any person's or entity's legal rights (including, without limitation, intellectual property, privacy, and publicity rights), transmit material that violates or circumvents such rights, or remove or alter intellectual property or other legal notices;
  • Transmit files that contain viruses, spyware, adware, or other harmful code;
  • Advertise or promote goods or services without our permission (including, without limitation, by sending unsolicited email through a Service or linking to a Service);
  • Remove, modify, disable, block, or otherwise impair any advertising in connection with the Services;
  • Interfere with others using the Services or otherwise disrupt the Services;
  • Disassemble, decompile, or otherwise reverse engineer any software or other technology included in the Content or used to provide the Services;
  • Transmit, collect, or access personally identifiable information about other users without the consent of those users and Woosh;
  • Engage in unauthorized spidering, “scraping,“ data mining or harvesting of Content, or use any other unauthorized automated means to gather data from or about the Services;
  • Impersonate any person or entity or otherwise misrepresent your affiliation or the origin of materials you transmit;
  • Remove, avoid, interfere with, or otherwise circumvent any access control measures for the Services or Content, including password-protected areas and geo-filtering mechanisms, or any digital rights management measures used in connection with Content;
  • Access any portion of the Services that we have not authorized you to access (including password-protected areas), link to password-protected areas, attempt to access or use another user's account or information, or allow anyone else to use your account or access credentials; or
  • Manipulate the entry or registration process for contests, sweepstakes, surveys, opinion polls or other features of the Services.

If we believe you have violated this Section 10, we may immediately terminate your access to the Services and take any other actions or seek any remedies permitted by law.

10. Access to Services and Accounts

To access the Website and the Services, your device must be connected to the Internet, and you are solely responsible for the cost and maintenance of your Internet connection. You are also responsible for ensuring that you have the hardware and software platforms that are necessary to access the Services.

The quality of the display of the Content available through the Website and the Services may vary from device to device, and may be affected by a variety of factors, including your location, the bandwidth available through and/or the speed of your Internet connection.

Woosh will not be liable to you for any blackouts, location-based limitations, device-based limitations, Content-viewing windows, availability of Content, or other restrictions or limitations in connection with the Services or the Content.

We may take any of the following actions in our sole discretion at any time, and without giving you prior notice:

  • Change or discontinue the Services;
  • Change how we offer and operate Services (e.g., to begin charging a fee to certain Services or mobile applications, access features or Content that we previously made available without charge);
  • Remove Content from the Services;
  • Restrict, suspend, or terminate your access to one or more Services or features thereof; and
  • Deactivate your accounts and delete all related information and files in your accounts.

We will not be liable to you or any third party for taking any of these actions and we will not be limited to the remedies above if you violate these Terms. If Woosh terminates your access to any of the Services, you must immediately stop using such Service.

Woosh reserves the right to test various aspects of the Services. Woosh reserves the right to, and by using our Services, you agree that we may, include you in or exclude you from these tests without notice.

11. Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your User submissions and related content; (2) you use of the Website, Airchat, and the Services; (3) you breach of these Terms of Use; (4) any breach of your representations and warranties set forth in these Terms of Use; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services with whom you connected with through us. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it. You may not settle any claim covered by this Section 12 without Woosh's prior written approval.

12. Disclaimers; Limitation of Liability

WOOSH DOES NOT WARRANT: (1) THAT THE SERVICES, ANY OF THE SERVICES' FUNCTIONS OR ANY CONTENT WILL BE UNINTERRUPTED OR FREE OF ERRORS OR OMISSIONS; (2) THAT DEFECTS WILL BE CORRECTED; (3) THAT THE SERVICES OR THE SERVERS HOSTING THEM ARE FREE OF VIRUSES OR OTHER HARMFUL CODE; OR (4) THAT THE SERVICES OR INFORMATION AVAILABLE THROUGH THE SERVICES WILL CONTINUE TO BE AVAILABLE. WOOSH SHALL HAVE NO LIABILITY FOR ANY SUCH ISSUES. WOOSH DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND AS TO QUALITY, AVAILABILITY AND SUBJECT MATTER OF CONTENT. THE SERVICES, INCLUDING ALL CONTENT AND FUNCTIONS MADE AVAILABLE ON OR ACCESSED THROUGH OR SENT FROM THE SERVICES, ARE PROVIDED “AS IS,“ “AS AVAILABLE,“ “WITH ALL FAULTS“ AND “AT YOUR OWN RISK.“ NO ADVICE OR INFORMATION OBTAINED BY YOU FROM US, OR FROM OR THROUGH THE SITE, SHALL CREATE ANY WARRANTY.

YOUR ACCESS TO AND USE OF THE SERVICES (INCLUDING THEIR FUNCTIONS AND CONTENT) IS AT YOUR RISK. IF YOU ARE DISSATISFIED WITH THE SERVICES, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SERVICES.

WOOSH WILL NOT BE LIABLE FOR ANY FAILURE OR DELAY IN THEIR PERFORMANCE DUE TO ANY CAUSE BEYOND THEIR REASONABLE CONTROL, INCLUDING ACTS OF WAR, ACTS OF GOD, ACTS OF THIRD-PARTY SERVICE PROVIDERS, EARTHQUAKE, FLOOD, EMBARGO, RIOT, SABOTAGE, LABOR SHORTAGE OR DISPUTE, GOVERNMENTAL ACT, POWER FAILURE OR FAILURE OF THE INTERNET OR COMPUTER EQUIPMENT.

WOOSH WILL NOT BE LIABLE TO YOU OR ANYONE ELSE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THE SERVICES (INCLUDING THEIR FUNCTIONS, CONTENT AND ANY PRODUCTS OR SERVICES ACQUIRED THROUGH THE SERVICES), YOUR USE OF THE SERVICES (INCLUDING THEIR FUNCTIONS AND CONTENT AND ANY PRODUCTS OR SERVICES ACQUIRED THROUGH THE SERVICES), THESE TERMS OR YOUR USER SUBMISSIONS, EVEN IF FORESEEABLE OR EVEN IF WOOSH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, GROSS NEGLIGENCE, OR OTHERWISE, BUT EXCLUDING WILLFUL MISCONDUCT). IN NO EVENT WILL WOOSH'S LIABILITY FOR OTHER DAMAGES EXCEED THE AMOUNT PAID BY YOU TO WOOSH FOR ACCESS TO THE RELEVANT SERVICE IN THE THREE MONTHS PRECEEDING THE CLAIM, OR FOR THE PURCHASE OF THE RELEVANT PRODUCT, AS APPLICABLE.

YOU ACKNOWLEDGE AND AGREE THAT IF YOU INCUR ANY DAMAGES THAT ARISE OUT OF THE WOOSH' ACTS OR OMISSIONS, THE DAMAGES, IF ANY, ARE NOT IRREPARABLE AND ARE NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING OPERATION OF THE SERVICES OR ANY OTHER SERVICE, PROPERTY, PRODUCT, PROGRAM, TELEVISION SHOW, DOCUMENTARY, OR OTHER CONTENT OWNED OR CONTROLLED BY WOOSH.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

13. Governing Law, Venue, and Jurisdiction

These Terms and all claims arising from or related to your use of the Services will be governed by and construed in accordance with the laws of the State of California, except its conflict of law rules. These Terms will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, if applicable.

With respect to all disputes or claims arising out of your use of the Website and/or the Services and in connection with these Terms you hereby agree to exclusive jurisdiction in the state and federal courts in Los Angeles, California and waive your right to a jury trial. Notwithstanding any other provision of these Terms, we may seek injunctive or other equitable relief from any court of competent jurisdiction.

Regardless of any statute or law to the contrary, you must file any claim or action related to use of the Website or the Services or with respect to these Terms within one year after such claim or action accrued. Otherwise, you will waive the claim or action.

14. Mobile Application

Mobile Application Use License

If you access our Services via a mobile application including but not limited to Airchat, conditioned upon your acceptance of our EULA, we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the mobile application on wireless electronic devices owned or controlled by you, and to access and use the mobile application on such devices strictly in accordance with the terms and conditions of this mobile application license contained in these Terms. You shall not: (1) decompile, reverse engineer, disassemble, attempt to derive the source code of, or decrypt the application; (2) make any modification, adaptation, improvement, enhancement, translation, or derivative work from the application; (3) violate any applicable laws, rules, or regulations in connection with your access or use of the application; (4) remove, alter, or obscure any proprietary notice (including any notice of copyright or trademark) posted by us or the licensors of the application; (5) use the application for any revenue generating endeavor, commercial enterprise, or other purpose for which it is not designed or intended; (6) make the application available over a network or other environment permitting access or use by multiple devices or users at the same time; (7) use the application for creating a product, service, or software that is, directly or indirectly, competitive with or in any way a substitute for the application; (8) use the application to send automated queries to any web application or to send any unsolicited commercial e-mail; or (9) use any proprietary information or any of our interfaces or our other intellectual property in the design, development, manufacture, licensing, or distribution of any applications, accessories, or devices for use with the application.

15. Governing Law and Dispute Resolution.

These Terms of Use and your use of the Application are governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles.

If the parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association (“AAA“) and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules“), both of which are available at the AAA web site www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in a location that mutually agreed by both parties and Delaware law shall apply. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts of Delaware. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms of Use.

In no event shall any Dispute brought by either Party related in any way to the Application be commenced more than 2 years after the cause of action arose. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

16. Class Action Waiver

Any legal dispute, arbitration, or litigation under these Terms will take place on an individual basis; class arbitrations and class/representative/collective actions are not permitted. THE PARTIES AGREE THAT A PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN EACH'S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PUTATIVE CLASS, COLLECTIVE AND/ OR REPRESENTATIVE PROCEEDING, SUCH AS IN THE FORM OF A PRIVATE ATTORNEY GENERAL ACTION AGAINST THE OTHER. Further, unless both you and Squad 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.

17. Severability

If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.

18. No Joint Venture

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Woosh solely as a result of these Terms or use of our Services.

19. Contact.

Woosh welcomes your feedback on these Terms. You may contact Woosh by email at support@getairchat.com, or by mail at 9450 SW Gemini Dr, PMB 97721, Beaverton, OR 97008-7105.

© 2024 Woosh, Inc.