The Why Road Terms of Use
Last Updated: 01.14.20
Thanks for using The Why Road!
These Terms of Use (“Terms”) are between you and The Why Road, LLC (“The Why Road”, “we”, or “our”). These Terms apply to any websites owned or provided by us (“Sites”), the mobile application provided by us (“Mobile App”), and any other information or content we make available to you (“TWR Content”). In these Terms, we refer to the Sites, the Mobile App, and TWR Content, collectively, as the “Services.” When you access, use, download, purchase, or enroll in any of the Services, or if you indicate your acceptance of these Terms by clicking to accept, you agree to be bound by these Terms. Please carefully read these Terms and our Disclaimers, which are incorporate into these Terms.
We may update these Terms at any time by posting a revised version to this page. If you do not agree to the revised Terms, you must stop using all of the Services. If you continue to use the Services after the revised Terms become effective, you acknowledge and agree to be bound by all of the revised Terms.
1. Use of the Services
The Services are licensed, not sold, to you. The Why Road grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, non-sublicensable, non-assignable right to access and view courses and related TWR Content via the Services for your personal, non-commercial, educational purposes, and only if you have paid all required fees and comply with the Restrictions on Use contained in these Terms. If you are using the Mobile App, The Why Road grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, non-sublicensable, non-assignable license to download, install, and use one copy of the Mobile App on one Supported Mobile Device owned by you or under your control for your personal, non-commercial use strictly in accordance with these Terms and our Mobile App End User License Agreement (EULA) below. The Why Road reserves all rights not expressly granted to you under these Terms.
You must be 18 years of age or older to use the Services. If you are not at least 18 years old, you have no license to use the Services, and you must stop using the Services immediately.
1.1 Account Registration.
In order to access or use certain parts of the Services (for example, course content), you will be required to register for an account by providing your email address and choosing a password (“Account Credentials”). We may also require you to provide other information such as your full name, physical address or geographic location, phone number, and payment information. We refer to all such information, together with Account Credentials, as “Account Information.” You represent and warrant that all of your Account Information belongs to you, and that it is accurate, true, complete, and current. If your Account Information changes, you are solely responsible for updating it. We will have no liability for any loss, damage, expenses, or claims associated with your failure to keep your Account Information accurate, true, complete, and current.
You must maintain the confidentiality of your Account Credentials, and you are solely responsible for any activities that occur under your account. You may not transfer your account to any other person, and you may not allow any other person to use your Account Credentials and/or use the Services by using your Account Credentials. If you attempt to transfer or allow another person to use your account in violation of these Terms, it will be a material breach of these Terms, and your license to use the Services will immediately terminate; in addition, we may suspend or terminate your access to the Services or take any other action we deem appropriate, subject to applicable law.
If you have reason to believe that your Account Information is no longer secure (for example, in the event of a loss, theft, or unauthorized disclosure), you must immediately notify The Why Road using the Contact Information provided below.
1.2 Access
Your access to and use of the Services requires an Internet connection and computer or compatible mobile device. You are solely responsible for obtaining any Internet, data, or network connection, equipment, hardware, software, or other services necessary to access and use the Services. Please note that if you access the Services via a mobile data connection, your data service provider may charge you for data usage.
1.3 Your Content
If you post, share, upload, transmit, or disclose any content (“Your Content”) to the Services, you represent and warrant that Your Content does not infringe any third party’s intellectual property rights or violate applicable laws. You also grant The Why Road a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, transferable, assignable, sublicensable license to use Your Content for any purpose whatsoever, in any media platforms available now or developed in the future, without compensation or attribution to you. We may, but have no obligation to, monitor Your Content or the content submitted by any other user to the Services. You understand and agree that we may, in our sole discretion, remove, edit, or delete Your Content without notice and without incurring any liability or obligation to you.
2. Feedback
If you provide us with any feedback, comments, ideas, recommendations, or other information (“Feedback”) relating to the Services or to us, you grant The Why Road a perpetual, irrevocable, worldwide, non-exclusive, fully paid-up, transferable, assignable, sublicensable license to use, reproduce, display, modify, distribute, publicly perform, and create derivative works of Feedback for any purpose whatsoever, without attribution or compensation to you. We may, but have no obligation to, use or take any action based on any user’s Feedback.
3. Restrictions on Use
We want the Services to be available for you and other users to use. That is why we need to set some ground rules on what you can and cannot do with the Services. The following is a non-exclusive list of prohibited activities.
You may not:
- sell, rent, lease, transfer, redistribute, sublicense or otherwise commercially exploit any of the Services;
- copy, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any of the Services without our express written consent;
- circumvent, disable, or remove any security or access controls;
- modify, remove, or copy any proprietary rights notices belonging to us or our licensors;
- use the Services to develop competing products or services, or for benchmarking or other competitive analysis;
- use the Services in connection with any insurance or other legal claims;
- copy, redistribute, scrape, mine, harvest, aggregate, or index data from the Services without The Why Road’s prior express written consent;
- use the Services for any illegal purpose, or to harass, abuse, stalk, threaten, defame, or otherwise violate another person’s rights;
- interfere with, disrupt, or prevent any other user’s authorized use of the Services; or
- use the Services or any of the TYR Content for a purpose not expressly permitted by these Terms.
If you engage in any prohibited conduct in violation of our Restrictions on Use, or if we reasonably believe that your conduct threatens the safety, security, or integrity of the Services or our business, we may permanently or temporarily suspend or terminate your account and/or access to the Services, and we reserve the right to take any other lawful action we deem appropriate to protect our business, the Services, us, or our users.
4. Intellectual Property
The Why Road or its licensors own all right, title, and interest in and to the Services and the TYR Content. We reserve all rights, including but not limited to all intellectual property rights not expressly granted to you under these Terms, whether those rights arise under the laws of the United States, international treaties and conventions, or in any other jurisdiction of the world. The Why Road’s logos, trademarks, service marks, and other source indicators are the property of The Why Road, and The Why Road does not grant you any right or license to them.
5. Third Party Content
The Services may provide you with links to websites owned by third parties, or may provide you with access to content, data, or other materials licensed to The Why Road by third parties (“Third Party Content”). The Why Road has no control over Third Party Content, and we have no responsibility to you or to anyone else for any Third Party Content. Your access to Third Party Content is entirely at your own risk and may be subject to a third party’s terms and conditions and privacy policy. The Why Road makes no representation, warranty, or guarantee regarding any Third Party Content, and disclaims any and all liability relating to your use of Third Party Content. The Why Road will not be liable to you for your reliance on, or in connection with, your use of any Third Party Content.
6. Data Privacy
If you submit personal information to the Services, your personal information will be collected, used, and disclosed in accordance with our Privacy Policy, available at www.thewhyroad.com. Subject to applicable laws, we may update our Privacy Policy from time to time, or at any time, by posting revisions to our Privacy Policy page. We encourage you to review our Privacy Policy periodically to check for changes.
You understand and agree that when you use the Services, The Why Road may collect certain usage data (including, without limitation, data related to your enrollment, course completion, device(s), system, or network). You agree that we may use this data in accordance with the uses described in our Privacy Policy.
7. Course Purchase Terms
When you purchase a course, you authorize and direct us to charge your payment method for all fees associated with your purchase. We reserve the right to change our prices and fees at any time, or to introduce new fees, in our sole discretion. Any new or changed fees will only apply to purchases after the fees have gone into effect.
7.1 Payment
If you provide us with payment information (such as a credit or debit card number, or bank information), you authorize and direct The Why Road and our payment processor(s) to retain your payment information in accordance with our Privacy Policy, and to use your payment information to charge any and all applicable fees. If we are unable to charge your payment method or if, for whatever reason (including but not limited to charge back) we do not receive timely payment from you, you agree to pay all amounts due upon demand. We also reserve the right to: (a) assess an additional late charge of 1.5% on overdue amounts, or the highest rate permitted by law, whichever is lower; (b) subject to applicable law, take any action we deem appropriate to collect amounts from you, including but not limited to, using a collection agency or taking legal action, in which case you will be responsible for all expenses and costs we incur in pursuing such remedies; (c) charge any other payment method you have provided to us; or (d) terminate, suspend, or limit your access to the Services and/or terminate these Terms.
7.2. Cancellation and Refunds
If you are dissatisfied with a course, you must send us a refund request within 15 days of your purchase of the course. We have no obligation to provide a refund if you submit your request after the 15-day refund period. Your refund request must state the course that you purchased, the date of purchase, and the reason for your refund request. If we provide you with a refund, we reserve the right to apply the refund as a refund credit or a refund to your original payment method, in our sole discretion. Refund credits will be automatically applied toward your next course purchase. Subject to applicable law, refund credits have no cash value and may expire after 1 year unless used.
If we, in our sole discretion, believe that you have made excessive refund requests, engaged in fraud, or abused our refund policy, we reserve the right to deny your refund request and/or take any other action we deem appropriate, including, but not limited to, suspending or terminating your account and access to the Services.
8. Termination
The Why Road or you may terminate these Terms at any time. If you terminate these Terms or breach these Terms, your license to use the Services will immediately terminate, but any obligations (including, but not limited to, your obligation to pay any Fees and accrued interest) that accrued prior to termination will survive.
The provisions in Sections 2 through 6 and 8 through 19 will survive any termination.
9. Disclaimer of Warranties
THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. TO THE EXTENT PERMITTED BY APPLICABLE LAWS, THE WHY ROAD DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT. THE WHY ROAD DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; THAT THE TYR CONTENT, THIRD PARTY CONTENT, OR ANY OTHER INFORMATION YOU OBTAIN THROUGH THE SERVICES IS RELIABLE, ACCURATE, CORRECT, OR ERROR-FREE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
The Services are provided for general informational purposes only. You agree not to rely on the Services, or any TYR Content, or any Third Party Content, for any mental or physical health advice, diagnosis or treatment. You are solely responsible for verifying the accuracy of the information you obtain from the Services, and you agree to assume all risks in connection with your use of the Services, the TYR Content, and any Third Party Content that you obtain from the Services. You must not use the Services as a substitute for medical or mental health advice or diagnoses provided to you by a licensed physical or mental health professional, or other qualified health care provider, and if there is a conflict with the Services, you must not rely on the Services.
If you are dissatisfied with the Services or any TWR Content, your sole and exclusive remedy is to discontinue using the Services.
10. Limitation of Liability
IF YOU HAVE ANY BASIS FOR RECOVERING DAMAGES RELATING TO THE SERVICES, THE TWR CONTENT, OR ANY THIRD PARTY CONTENT DESPITE THE PRECEDING DISCLAIMER OF WARRANTY, THE WHY ROAD’S ENTIRE LIABILITY TO YOU UNDER THESE TERMS IS LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU TO THE WHY ROAD FOR THE SERVICES OR USD $100.00, WHICHEVER IS GREATER. THE WHY ROAD WILL NOT BE LIABLE FOR LOST REVENUES OR PROFITS OR GOODWILL, DOWNTIME COSTS, LOSS OR DAMAGE TO DATA OR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL COSTS OR DAMAGES.
THIS LIMITATION APPLIES (A) TO A CLAIM BASED ON ANY LEGAL THEORY, INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, WARRANTY, GUARANTEE, OR CONDITION, STRICT LIABILITY, NEGLIGENCE, OR OTHER TORT; (B) EVEN IF WE KNEW OR SHOULD HAVE KNOWN ABOUT THE POSSIBILITY OF THE DAMAGES; AND (C) EVEN IF CIRCUMSTANCES CAUSE AVAILABLE REMEDIES TO FAIL. WE WILL HAVE NO LIABILITY FOR ANY FAILURE OR DELAY DUE TO MATTERS BEYOND OUR REASONABLE CONTROL.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE EXCLUSIONS ABOVE MAY NOT APPLY TO YOU.
11. Indemnification
You agree to indemnify and hold harmless The Why Road and its employees, officers, directors, and agents (“The Why Road Indemnitees”) from and against all claims, damages, expenses (including attorneys’ fees and costs), losses, and liabilities incurred by The Why Road Indemnitees arising out of (a) your violation of these Terms or applicable law; (b) your download, installation, or use of the Services, TWR Content, or Third Party Content; (c) your violation of any third party’s rights, including without limitation any privacy rights or intellectual property rights; or (d) any dispute between you and a third party.
12. Modification and Termination of the Services
The Why Road reserves the right to update, revise, or modify the Services and the TWR Content at any time, without prior notice to you. We may also, at any time and without prior notice, terminate or suspend the Services, or terminate or suspend your access to the Services temporarily or permanently. In no event will The Why Road be liable to you for any claim, complaint, or demand relating to any update, revision, modification, suspension or termination of the Services or your access to the Services.
13. Governing Law
The internal laws of the State of California will govern these Terms and any claims arising out of or in connection with these Terms, regardless of conflict of laws principles. Both you and The Why Road consent to exclusive jurisdiction and venue in the federal or state courts located in Los Angeles County, California. You and The Why Road agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to any claims arising out of or in connection with these Terms.
14. Dispute Resolution
If you have a dispute with us, you and we agree to make a good faith attempt to resolve our dispute informally before resorting to formal legal proceedings. If you file any cause of action against The Why Road, you must do so within 1 year of the day you become aware of the cause of action. If you fail to file a lawsuit within the 1-year period, you completely and finally waive your lawsuit, and your claim will be permanently barred.
15. Export Compliance
You represent and warrant that: (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties. You will not ship, transfer, or export the Services into any country or use the Services in violation of the United States Export Administration Act or any other applicable export laws, restrictions, or regulations.
16. Mobile App End User License Agreement (EULA). In the event that TWR develops a Mobile App:
16.1 Additional Mobile App Terms
The Mobile App is only intended for use with compatible mobile devices (“Supported Mobile Devices”) and may not work on every mobile device. You are solely responsible for determining whether the Mobile App will work on your mobile device, and you download the Mobile App at your own risk.
If you download the Mobile App from a third party app distributor (for example, Google’s Android Marketplace or Apple’s App Store), you understand and agree that the third party app distributor may impose additional terms on your right to download or use the Mobile App (including without limitation the Apple EULA in Section 16.2 below). These Terms are solely between you and The Why Road, and the third party app distributor will have no obligations or liability arising out of these Terms.
We may make periodic updates to the Mobile App, and you may be required to download an update to the latest version of the Mobile App to continue using the Services. We will have no liability to you or any third party if the Mobile App’s features or functionality change, differ, or become inaccessible after an update.
The Mobile App may send you push notifications or other mobile messages through the Mobile App. You understand and agree that your data service provider may charge you messaging, data, and other fees in connection with your use of the Mobile App or receipt of push notifications. If you do not want to receive push notifications from the Mobile App, you must update your settings in the Mobile App or on your mobile device, or you may delete the Mobile App from your mobile device.
16.2 Apple EULA
These Terms are strictly between you and The Why Road (and not with Apple), and The Why Road (not Apple) is solely responsible for the Services and the TYR Content, including, without limitation, providing any maintenance and support services with respect to the Mobile App. Apple may, at any time and without notice, restrict, interrupt, or prevent use of the Mobile App, or delete the Mobile App from your device, or require The Why Road to do any of the same, without entitling you to any refund, credit, or other compensation from The Why Road or any third party (including without limitation Apple).
If the Mobile App fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Mobile App. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Mobile App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be The Why Road’s sole responsibility.
Apple is not responsible for addressing any claims brought by you or any third party relating to the Mobile App, or your possession and/or use of the Mobile App, including but not limited to: (a) product liability; (b) any failure of the Mobile App to conform to applicable legal or regulatory requirements; (c) claims arising under consumer protection, privacy, or similar legislation, or (d) infringement of a third party’s intellectual property rights.
You must comply with all applicable third-party terms of agreement when using the Mobile App. Apple and its subsidiaries are third-party beneficiaries of these Terms and have the right (and shall be deemed to have accepted the right) to enforce these Terms against you.
17. Electronic Communications
By using the Services, you are engaging in electronic communications with us. You consent to receive communications from us via email or other electronic delivery. You also agree that all notices, disclosures, agreements, and other communications we provide to you electronically meet the legal requirements that such communications be in writing.
18. Contact Us
Corporate name: The Why Road LLC
Address: 1513 Berkeley St #2, Santa Monica CA 90404
Contact: [email protected]
19. Miscellaneous
These Terms and the Privacy Policy are the complete and entire agreement between you and The Why Road concerning the Services. We may modify these Terms from time to time or at any time, and we will notify you of material changes to these Terms by emailing you or posting a notice on the Services. If you continue to use the Services after the modified Terms become effective, you agree to the modified Terms. If you disagree with the updated Terms, you must immediately stop using the Services. If a court of competent jurisdiction finds any provision of these Terms to be invalid or unenforceable, it will be construed, as nearly as possible, to reflect the intent of the parties, and all other provisions will remain in full force and effect. No joint venture, partnership, employment, or agency relationship exists between you and The Why Road as a result of these Terms or the Services. The Why Road’s failure to enforce any right or provision in these Terms will not be deemed a waiver of such right or provision unless we agree in a writing signed by an authorized officer of The Why Road. You may not assign or transfer these Terms without our prior written consent. We may assign or transfer these Terms in our sole and absolute discretion.