These Terms of Service govern your access to and use of WOOX, the AI ad-creative platform at woox.art, operated by WOOX LLC, a California limited liability company (“WOOX,” “we,” “us”). Read them carefully: they are a binding agreement, they include an arbitration agreement and class-action waiver (Section 20) with a 30-day opt-out, and they work together with our Privacy Policy.
Agreement to these Terms
These Terms are a binding agreement between you and WOOX LLC. By creating an account, accepting an invite, adding a payment method, connecting a data source, generating content, or otherwise using WOOX, you agree to these Terms and acknowledge our Privacy Policy. When you create a workspace we record the version of the Terms and Privacy Policy you accepted.
If you use WOOX on behalf of a company or organization, you represent that you have authority to bind it, and “you” means both you and that organization. If you do not agree to these Terms, do not use WOOX.
We may publish additional terms for specific features. Where they apply, they are part of this agreement, and they control over these Terms for that feature if the two conflict.
Who may use WOOX
To use WOOX you must:
- Be at least 18 years old and able to form a binding contract;
- Use WOOX for business purposes — creating ad and marketing creative for a brand, store, or client. WOOX is a professional tool, not a consumer entertainment service;
- Not be barred from using the service under applicable law, and not be located in a country subject to comprehensive U.S. sanctions or listed on any U.S. denied-party list. You will comply with applicable export-control and sanctions laws in using the service and your Outputs (defined in Section 7).
Where WOOX is offered. WOOX is operated from the United States and is offered and directed solely to persons in the United States. The service is provided in English and priced in U.S. dollars. We do not direct or market the service to persons in the European Union, the European Economic Area, the United Kingdom, or Switzerland. If you access WOOX from outside the United States, you do so on your own initiative and are responsible for compliance with your local laws.
The service
WOOX is an AI ad-creative platform. Depending on your access phase and the features made available to your workspace, WOOX lets your team:
- Generate images from a prompt or a product photo, and edit them;
- Generate video, including animating a still image and text-to-video;
- Generate audio, including voiceover, as those capabilities are made available;
- Ground generation in your brand with a brand kit (colors, voice rules, personas, reference images) and, when you choose to connect them, your real product and performance data (Section 12);
- Work with the WOOX assistant, an AI assistant that helps you plan, compose, and refine creative (Section 10).
Generations run through third-party AI model providers (Section 8 and the sub-processor list). Features ship in phases, and the service evolves: features may be added, changed, or removed as the product develops (Section 19).
Accounts and workspaces
Sign-in. Accounts and sign-in are handled by our dedicated authentication provider. You can sign in with Google or with an email and password. Keep your account information accurate and your credentials secure.
Workspaces. Work in WOOX happens inside a workspace — the boundary for your brand, your connected data, your generated content, and your billing. Workspaces support member roles with different permission levels, including an owner role that controls billing and workspace-level decisions. You choose whom to invite and which roles they hold; grant the least access needed.
Your responsibility. You are responsible for all activity under your account and workspace, including the actions of members you invite. Tell us promptly at legal@woox.art if you suspect unauthorized access.
Access phases and early availability
WOOX is currently in an invite-gated phase: access requires a valid invite, and you can join the waitlist without one. During early access you should expect change — features may appear, change, or disappear, and the service may be interrupted. We make no promise of availability or uptime during early access, and we may modify or discontinue early-access features at any time. Section 15 applies with extra force to anything labeled beta, preview, or early access.
Billing, balance, and payments
Plain-English summary
There is no WOOX subscription fee before January 1, 2027. Generating costs real compute, so a payment card is required to generate. You add money to a prepaid balance, and each job you run subtracts its listed price when it completes. A failed job is never charged. Your balance never expires, a monthly spend cap protects you, and auto top-up is off unless you turn it on. If you close your account, we refund unused balance you purchased, on request.
No subscription before 2027. Access to the WOOX platform carries no subscription or seat fee before January 1, 2027. If we introduce a subscription after that date, we will disclose its terms clearly and in advance; we will never silently convert no-subscription access into a paid subscription.
Why a card is required. Generating content consumes compute from our AI model providers, which costs money. A valid payment method is therefore required before you can generate. A card is not required to join the waitlist or browse. Before you add a card, we show representative example prices so you can decide with full information. Payments are processed by our payment processor, a PCI DSS Level 1 certified service provider; card details are collected by the processor and full card numbers never touch our servers.
Prepaid balance. Generation runs against a prepaid balance you hold with WOOX. You add funds by topping up (a minimum top-up applies — currently $20, shown in the product); your balance is credited when the payment is confirmed. Your balance never expires while your account is open.
Usage pricing. Every job shows its price before you run it, and the price is subtracted from your balance only when the job completes. A failed job is never charged — the reserved amount is released back to your balance. Work you run through the WOOX assistant is usage like any other: it draws on your balance at the prices the product shows. If your balance is too low to cover a job (the product shows the current floor, presently $3), the job will not run until you add funds.
Auto top-up is opt-in. Auto top-up is off by default. If you turn it on, you choose the trigger threshold and the top-up amount, we confirm the terms when you enable it, and you can turn it off at any time in your billing settings, effective immediately. Your monthly spend cap limits what can be spent regardless of your balance. If an auto top-up payment fails, generation simply pauses until you add funds; we do not retry endlessly or send your account to collections.
Spend cap. Every workspace has a monthly spend cap (default $200, shown in the product), adjustable by the workspace owner or admins. Jobs that would exceed the cap will not run.
Refunds. Completed generations are non-refundable except where the law requires — the compute has already been spent producing your output. Failed jobs are never charged in the first place. Unused balance you purchased is refundable on request, including when you close your account, and purchased balance is never forfeited: if your account closes, we refund unused purchased balance on request or otherwise handle it as applicable law requires. Promotional or courtesy credits we granted are not refundable and may carry stated conditions.
Taxes. Prices do not include taxes. Where we are required to collect sales, use, or similar taxes, they are added to your charges; you are responsible for taxes associated with your use other than taxes on our net income.
Changes to pricing. Usage prices may change over time. We give advance notice of material pricing changes by email or in-product notice, and continued use after the change takes effect means you accept it.
Early-access billing. During early access we may waive, discount, or not yet collect certain charges. Any waiver is a courtesy, not a precedent, and does not change these Terms.
Your content
Inputs and Outputs. “Inputs” are the prompts, settings, reference images, files, brand-kit material, and connected data you provide. “Outputs” are the images, video, audio, and text WOOX generates for you from your Inputs.
You own your content. You retain all rights you have in your Inputs. As between you and WOOX, you own your Outputs and may use them for any lawful purpose, including commercially, to the extent they are capable of ownership under applicable law. Copyright law’s treatment of AI-generated material is unsettled, and we do not warrant that any Output is protectable, unique, or free of third-party rights (Section 8). Your ownership is subject to your compliance with these Terms and with the model providers’ terms (Section 8).
License you grant us. So we can run the service, you grant WOOX a limited, worldwide, non-exclusive, royalty-free license to host, store, reproduce, process, transmit, and display your Inputs and Outputs, solely to operate, secure, support, and improve the service for you and your workspace. Improving the service does not include training AI models on your content: WOOX never trains AI models on your content, and this license does not permit it. Your content is processed by third-party model providers to fulfill your requests; each provider’s handling, including its position on training, is described in the Privacy Policy’s AI-processing disclosure. This license ends when the content is deleted from our systems under our retention practices, except as needed for legal compliance and backups.
No marketing use without permission. We do not use your Inputs or Outputs in WOOX marketing, showcases, or demos without your separate written permission.
Your responsibilities for what you provide. You represent and warrant that:
- You have all rights, licenses, permissions, and consents needed for your Inputs, including for WOOX and its model providers to process them to provide the service;
- For any identifiable real person whose face, voice, or likeness appears in your Inputs or is requested in your prompts, you have that person’s documented, written consent (or the consent of the holder of their rights) covering AI-assisted editing and generation, and you will produce evidence of that consent on request;
- Data you connect from external sources (Section 12) is data you are entitled to use this way, including any privacy consents required for personal data it contains.
AI-generated content
AI has limits you must plan for. Generative models can produce similar or identical outputs for different users, can produce material that unintentionally resembles existing works, brands, or people, and can produce inaccurate content. Accordingly:
- We do not warrant that any Output is unique, original, accurate, or free from third-party rights.
- Do not rely on factual statements in an Output without independently verifying them.
- Review every Output before you use it. You are responsible for how you use and distribute Outputs, including for the accuracy and substantiation of every claim in an ad you build with WOOX (price, performance, health, comparative, and endorsement claims), and for complying with advertising law and the policies of any platform where you run creative.
Provenance. Generated media may contain, or may lack, embedded provenance metadata or watermarks depending on the underlying model. WOOX does not currently add or certify provenance marks. Some platforms and jurisdictions require you to disclose or label AI-generated or synthetic media; those disclosures are your responsibility for content you publish.
Model providers. Generations are fulfilled by specialized third-party AI model providers — separate providers for image and video generation, for the WOOX assistant and language work, and for voice when voice generation is available. Their acceptable-use requirements flow through to you and are reflected in the acceptable-use rules of Section 9; a violation of those requirements is a violation of these Terms. We may change providers or models as the service evolves.
Acceptable use
You agree not to use WOOX — including the assistant — to create, upload, request, or distribute content, or to take actions, that:
Harm people or break the law
- Are illegal, facilitate illegal activity, or promote or depict the sexual exploitation of anyone — any sexual content involving minors is absolutely prohibited;
- Harass, threaten, defame, or incite violence or hatred against a person or group;
- Depict any real person in intimate or sexual imagery without their consent.
Deceive
- Are fraudulent or deceptive, including scams, phishing, and ads with false or unsubstantiated claims;
- Create fake reviews, testimonials, or endorsements — including a review or endorsement attributed to a real person who did not genuinely give it, or a synthetic persona presented as a real customer or expert;
- Impersonate a person or organization, or misrepresent the origin of content, including representing AI-generated content as human-created;
- Are intended to deceive voters or manipulate an election.
Use a real person’s identity without permission
- Depict an identifiable real person — their face, voice, name, signature, or recognizable persona — without documented written consent from that person or the holder of their rights. This includes any digital replica: a computer-generated, highly realistic representation readily identifiable as a real individual’s voice or visual likeness;
- State or imply that a person endorses a product, service, or claim without that person’s authorization;
- Use an identity-reference feature (a face, character, or voice reference) for any person who has not agreed in writing to appear in your creative.
Violate rights
- Infringe or misappropriate anyone’s intellectual property, publicity, or privacy rights, or disclose personal information about someone without authorization.
Attack the service
- Circumvent or attempt to defeat safety systems, spend caps, rate limits, access gates, or other protections;
- Scrape, crawl, or harvest the service or its data; probe, overload, or disrupt it; or introduce malware;
- Reverse engineer the service except where the law grants that right; resell, sublicense, or share access outside your workspace;
- Use WOOX or its Outputs to develop, train, or improve a competing AI model or a competing service.
Misuse the assistant
- Use the assistant to make automated decisions with legal or similarly significant effects on people (such as employment, credit, housing, or insurance decisions) without qualified human review.
You will also comply with the policies of our model providers (Section 8) and of any platform where you connect data or run creative, including Shopify’s terms and the advertising policies of Meta, TikTok, Google, and similar networks.
Enforcement. If we believe in good faith that you have violated this section or these Terms, we may remove content, throttle, suspend, or terminate access — immediately and without prior notice where the risk is serious. We are not obligated to monitor the service or your content, but we act on reports (Section 11) and on signals from our providers and systems.
The WOOX assistant
The WOOX assistant is an AI feature: when you chat with it, you are interacting with AI, not a person. It can read your workspace context — your brand kit, your library, and data from sources you have connected — to help you plan and produce creative.
You direct it; you approve its actions. The assistant proposes; it does not act on the outside world by itself. Any action that touches an external account (for example, publishing or changing something on a connected platform, where such capabilities are made available) requires the connection to exist, the relevant permission scope to have been granted for your workspace, and your explicit confirmation of that specific action. Actions you approve are your actions: you are responsible for them as if you had taken them directly, and they may create obligations with the external platform under its terms.
Assistant output is an Output. Everything in Section 8 applies: verify factual statements independently, and review before you use. Assistant capabilities ship in phases and may be changed, limited, or withdrawn (Section 19).
Copyright and content complaints
We respect the intellectual property and personal rights of others and expect the same from everyone who uses WOOX. This section explains how to report content on WOOX and what we do with reports. It covers material a user uploads and material a user generates alike.
One channel for every report. Email legal@woox.art with the subject line that fits: “DMCA Takedown Request” for copyright, “Trademark Complaint” for trademark, “Likeness Complaint” for a person’s image or voice, and “Content Report” for anything else (for example, privacy or illegal content). You can also write to our copyright agent at the mailing address in Section 11.1.
Copyright infringement (DMCA)
If you believe material on WOOX infringes your copyright, send a notice under the Digital Millennium Copyright Act (17 U.S.C. § 512) to our designated agent:
650 E Capitol Ave #493, Milpitas, CA 95035
legal@woox.art · subject “DMCA Takedown Request”
Your notice must include: (1) your physical or electronic signature, or that of a person authorized to act for you; (2) identification of the copyrighted work you claim is infringed; (3) identification of the material you claim is infringing, with information reasonably sufficient for us to locate it — WOOX workspaces are private, so tell us where you encountered the material (for example, the published ad or file) and any workspace, account, or asset identifier you have; (4) your name, address, telephone number, and email address; (5) a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (6) a statement, under penalty of perjury, that the information in the notice is accurate and that you are, or are authorized to act for, the copyright owner. If your rights arise under the law of a country other than the United States, identify that country.
We act expeditiously on valid notices, which can include removing or disabling access to the material and notifying the workspace that holds it.
Counter-notice
If your material was removed because of a copyright notice and you believe that was a mistake or misidentification, you may send a counter-notice to the same agent with: (1) your physical or electronic signature; (2) identification of the removed material and where it appeared before removal; (3) a statement, under penalty of perjury, that you have a good-faith belief the material was removed as a result of mistake or misidentification; and (4) your name, address, and telephone number, a statement that you consent to the jurisdiction of the federal district court for the judicial district in which your address is located (or, if your address is outside the United States, any judicial district in which WOOX may be found), and that you will accept service of process from the person who sent the original notice or their agent.
We will forward a valid counter-notice, including your contact information, to the original complainant. Unless the complainant notifies us that they have filed a court action to restrain the alleged infringement, we may restore the material no sooner than 10 and no later than 14 business days after we receive your counter-notice, provided it does not otherwise violate these Terms.
False reports
Anyone who knowingly and materially misrepresents that material is infringing, or that it was removed by mistake, can be liable for damages, including costs and attorneys’ fees, under 17 U.S.C. § 512(f). Before you report, consider whether the use might be licensed or fair use.
Repeat infringers
We will terminate, in appropriate circumstances, the accounts and workspaces of users who are repeat infringers. This applies to uploaded and generated content alike, and we may act on a single flagrant violation.
Trademark complaints
If you believe content on WOOX infringes your registered trademark, email legal@woox.art (subject “Trademark Complaint”) with: your mark, its registration number and jurisdiction, the goods or services it covers, the material you are reporting and where you encountered it, why you believe it is infringing, your contact information, and good-faith and accuracy statements like those in Section 11.1. We investigate trademark reports and may remove content or take other action at our discretion.
Likeness, voice, and publicity complaints
If content on WOOX uses your face, voice, name, or other likeness without permission — including an AI-generated replica — or you are authorized to act for someone whose likeness it uses, email legal@woox.art (subject “Likeness Complaint”) with: the identity of the person depicted; the material and where you encountered it; a statement that the use is not authorized; your relationship to that person (self, authorized agent, or estate) with reasonable proof of identity or authority; and a statement, under penalty of perjury, that your report is accurate. We prioritize likeness and voice reports. We may remove the material, notify the workspace, and suspend or terminate accounts responsible for unauthorized likeness content.
Our discretion
We may remove or disable any content, or suspend any account, whenever we believe in good faith that it violates these Terms, the acceptable-use rules, or the law, with or without a formal report, and we are not liable to you for a good-faith removal. We review reports promptly but do not commit to a fixed response time. Nothing in this section obligates us to monitor the service or seek out violating content.
Connected services and data sources
You can connect external services to your workspace as data sources — currently Shopify (products, product images, store reviews) and the ad platforms Meta and TikTok (ad performance), as those connections are made available. Connections ground your generations in real data. They are data feeds, and where you grant them, permission-scoped action channels for work you approve (Section 10) — they are never a way to sign in to WOOX.
Connecting is optional and controlled from your workspace; disconnecting stops the flow and revokes stored write credentials. You are responsible for your own relationship with each connected platform, including its terms, and for having the rights and consents for the data you connect (Section 7). Our handling of connected data, including Shopify’s mandatory privacy webhooks, is described in the Privacy Policy.
WOOX's intellectual property and feedback
WOOX — the platform, software, model orchestration, design, interface, brand, and documentation — is owned by WOOX LLC and its licensors and protected by intellectual-property law. Except for the rights these Terms expressly grant you, we reserve all rights. We grant you a limited, non-exclusive, non-transferable, revocable right to access and use the service in accordance with these Terms. The WOOX name, the woox.art wordmark, and our logos are our trademarks; do not use them without our prior written permission.
Feedback. If you send us suggestions or other feedback, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use it for any purpose without obligation to you.
Third-party services
WOOX relies on third-party services — AI model providers, authentication, payments, infrastructure, storage, email, analytics, and error monitoring (the full list is in the Privacy Policy) — and lets you connect others (Section 12). Third-party services are governed by their own terms and policies. We are not responsible for third-party services or their availability, and an integration is not an endorsement. If a provider changes or discontinues a capability, the related WOOX feature may change or stop working.
Disclaimers
The service is provided “as is” and “as available,” without warranties of any kind, express, implied, or statutory. To the fullest extent permitted by law, we disclaim all implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement. In particular, we make no warranty that:
- The service will be uninterrupted, timely, secure, or error-free — and during early access there is no availability or uptime commitment (Section 5);
- Outputs will be accurate, complete, lawful, unique, non-infringing, protectable, or fit for any particular use (Section 8);
- Defects will be corrected, or the service will meet your requirements.
You use Outputs at your own risk and remain responsible for reviewing and validating them. Some jurisdictions do not allow certain disclaimers, so parts of this section may not apply to you.
Limitation of liability
To the fullest extent permitted by law, WOOX LLC and its members, managers, officers, employees, agents, contractors, licensors, and suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business, arising out of or relating to these Terms or the service, even if advised of the possibility of such damages.
Liability cap. Our total aggregate liability arising out of or relating to these Terms or the service will not exceed the greater of (a) the amounts you paid to WOOX in the 12 months before the event giving rise to the claim, or (b) USD 100.
Some jurisdictions do not allow the exclusion or limitation of certain damages, so parts of this section may not apply to you. Nothing in these Terms limits liability that cannot be limited by law.
Indemnification
You agree to defend, indemnify, and hold harmless WOOX LLC and its members, managers, officers, employees, agents, contractors, licensors, and suppliers from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
- Your Inputs and Outputs and how you use or distribute them, including any advertising claim or any infringement of intellectual-property, publicity, or privacy rights;
- Data you connect or upload, including any breach of your representations about rights and consents (Section 7);
- Actions you approved the assistant to take (Section 10);
- Your violation of these Terms, the acceptable-use rules, applicable law, or the policies of any model provider or connected platform.
We may assume the exclusive defense and control of any matter subject to indemnification (at our expense), in which case you agree to cooperate; you will not settle any such claim in a way that imposes obligations on us without our prior written consent.
Term, suspension, and termination
By you. You may stop using WOOX at any time and may close your account or ask us to close your workspace at legal@woox.art (self-serve controls are provided as they become available).
By us. We may suspend or terminate your access, in whole or in part, if you breach these Terms or the acceptable-use rules, if you are a repeat infringer (Section 11.4), if the law or a provider requires it, or if we discontinue the service or an access phase. Where practical and safe, we give notice; where the risk is serious, suspension or termination may be immediate.
What happens after. Your right to use the service ends and outstanding usage charges remain payable. Unused balance you purchased is refundable on request (Section 6). For up to 30 days after closure you may request an export of your workspace data (see the Privacy Policy), after which we delete or de-identify it in the ordinary course, except records we must keep for legal reasons. Sections that by their nature should survive — including Sections 6 (payment and refund obligations), 7 (license during retention), 8, 9, 11, and 13 through 21 — survive termination.
Changes to the service and these Terms
The service will change: features ship in phases and evolve, and some capabilities depend on third-party providers (Section 14).
We may also update these Terms. When we make a material change, we will give at least 30 days’ advance notice by email or in-product notice before it takes effect, update the “Last updated” date, and record a new version; changes required by law or addressing a new feature may take effect sooner. Your continued use after a change takes effect means you accept it; if you do not agree, stop using the service before the effective date and close your account (Section 18, including the balance refund). Changes to Section 20 (disputes) apply prospectively only: they do not apply to a dispute that arose before the change took effect.
Governing law and dispute resolution
Plain-English summary
California law governs. If we have a problem, we first try to work it out directly within 60 days. If that fails, disputes are resolved by binding individual arbitration before the American Arbitration Association rather than in court, and both sides waive class actions — with real exceptions: either of us can use small-claims court, either of us can go to court to protect intellectual property, California public-injunction claims and sexual-assault or harassment claims can always go to court, and you can opt out of arbitration within 30 days of first accepting these Terms by emailing us. We pay the arbitration fees beyond your capped filing fee. Nothing here shortens the time the law gives you to bring a claim.
Governing law
These Terms and any dispute arising out of or relating to them or the service are governed by the laws of the State of California, without regard to conflict-of-laws rules, except that the Federal Arbitration Act governs Section 20.3 through 20.9. If you are a California resident, nothing in this section deprives you of venue or law that California law makes mandatory for you.
Talk to us first — informal resolution (required)
Before either of us starts a formal proceeding (other than small-claims or the carve-outs in 20.6), the party with the dispute must send the other an individualized written notice: to us, at legal@woox.art (subject “Dispute Notice”) or by mail to the notice address in Section 21; to you, at your account email. The notice must include your name, the email on your account, a description of the dispute, and the relief sought, and must be personally signed by you (or by us). For 60 days after a complete notice, both parties will try in good faith to resolve the dispute, including by a phone or video conference if either party asks. All applicable limitations periods and filing-fee deadlines are tolled during this period. Completing this process is a condition precedent to starting arbitration or court proceedings, and a court or arbitrator may not hear a claim filed before it completes. Either party may file a compliance certification with any arbitration demand.
Binding individual arbitration
If we cannot resolve a dispute informally, you and WOOX agree that any dispute, claim, or controversy arising out of or relating to these Terms or the service will be resolved by binding arbitration between you and WOOX on an individual basis, administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules (as amended effective May 1, 2025) and, where Section 20.8 applies, its Mass Arbitration Supplementary Rules, each as modified by this Section 20. The AAA’s rules and forms are available at adr.org. If the AAA is unavailable or declines to administer the arbitration consistent with this section, the parties will select National Arbitration and Mediation (NAM) under its comprehensive rules and mass-filing supplement; if NAM is also unavailable, a court of competent jurisdiction will appoint a substitute arbitrator under 9 U.S.C. § 5.
The arbitration will be seated in the county where you reside (or another mutually agreed place) and may be conducted by videoconference or on documents where the AAA’s rules allow. The arbitrator has the authority to award the same individual relief a court could award, applies the same law, and must issue a reasoned written decision. Judgment on the award may be entered in any court with jurisdiction.
Fees. Arbitration fees are allocated under the AAA’s consumer fee schedule: your filing fee is capped by that schedule, and WOOX pays the administrator and arbitrator fees beyond it, along with anything California Code of Civil Procedure § 1284.3 requires. Attorneys’ fees and costs may be awarded only where the applicable rules or law allow; these Terms never shift fees one way against you for pursuing a claim.
What the arbitrator decides, and what a court decides
The arbitrator decides all disputes about the interpretation, applicability, or enforceability of this arbitration agreement, except that only a court may decide: (a) whether the class-action waiver in 20.5 is valid or enforceable; (b) disputes about the public-injunctive-relief carve-out in 20.6; (c) whether a claim qualifies for small-claims court under 20.6; and (d) whether an arbitration agreement was formed at all. If another agreement between us contains a different dispute provision, this Section 20 governs disputes about the WOOX service unless that other agreement expressly amends this section by name.
Class-action waiver
You and WOOX each waive the right to participate in a class action, class-wide arbitration, consolidated or representative proceeding, or private-attorney-general action, and disputes may be brought and resolved only on an individual basis. This waiver does not prohibit the AAA’s batching or coordination procedures under Section 20.8, and it does not waive any claim for public injunctive relief carved out in 20.6. If a court finally holds this waiver unenforceable as to a particular claim or request for relief, then that claim or request (and only it) will be severed and may proceed in court, all other claims proceeding in individual arbitration; in no event will class or representative arbitration be permitted.
What stays out of arbitration
- Small claims. Either party may bring an individual claim in small-claims court in the county where you reside (or Santa Clara County, California) if it qualifies, and a party may elect small-claims court for a qualifying claim already in arbitration before an arbitrator is appointed.
- Intellectual property. Either party may seek injunctive or other equitable relief in court for actual or threatened infringement, misappropriation, or misuse of intellectual-property rights (money damages remain inadequate for such harms; this carve-out is mutual).
- California public injunctive relief. If you are a California resident asserting a claim for public injunctive relief under California law, that request for relief may be decided by a court of competent jurisdiction; all other claims and requests proceed in arbitration, and the court action may be stayed pending their resolution.
- Sexual assault and harassment. Nothing in these Terms requires arbitration of a dispute you elect to bring in court under the federal Ending Forced Arbitration of Sexual Assault and Sexual Harassment Act.
Your 30-day right to opt out
You may opt out of Sections 20.3 through 20.8 entirely by emailing legal@woox.art, subject “Arbitration Opt-Out,” within 30 days of the date you first accept these Terms, stating your name, the email on your account, and that you opt out of arbitration. Opting out does not affect any other part of these Terms, and an opt-out survives later updates to these Terms. If you opt out (or arbitration does not apply), disputes will be resolved in the state or federal courts in Santa Clara County, California, and both parties consent to their jurisdiction — except claims properly in small-claims court, and except that mandatory California venue and law apply where the law requires.
Coordinated filings
If 25 or more arbitration demands with common or coordinated counsel, or otherwise coordinated, are filed against WOOX within 60 days raising similar claims, then: (a) the AAA’s Mass Arbitration Supplementary Rules apply, including its process arbitrator and global-mediator procedures; (b) each demand must be personally verified by the claimant with their account email and a description of their individual use of the service; (c) the parties will first proceed with staged bellwether arbitrations — each side selecting up to 20 demands — while all other demands are held in abeyance; (d) after the bellwether awards, the parties will engage in a global mediation of the remaining demands; (e) if unresolved, either side may elect in writing that the remaining demands proceed in court as individual actions rather than arbitration, and the arbitration requirement is waived for them; absent that election, the remaining demands proceed in arbitration in concurrent batches of up to 100; (f) all applicable limitations periods and fee deadlines are tolled for held demands from the date they were first filed until they proceed; and (g) no arbitration award has preclusive effect on any claimant who was not a party to it. A court may sever or reform any part of this subsection that it finds unenforceable, leaving the remainder in effect.
Miscellaneous dispute terms
No shortened claim period. Claims may be brought within the time allowed by the applicable statute of limitations; these Terms do not shorten it. Jury waiver. For any claim that proceeds in court, both parties waive a jury trial to the extent that waiver is enforceable in that court. Severability. Except as 20.5 provides for the class-action waiver, if any part of this Section 20 is held unenforceable, it will be severed or reformed to the minimum extent necessary, and the rest remains in effect. This Section 20 survives termination of these Terms.
General
- Entire agreement. These Terms, the Privacy Policy, and any feature-specific terms are the entire agreement between you and WOOX about the service and supersede prior agreements on the subject.
- Severability. If any provision outside Section 20 is found unenforceable, it will be modified to the minimum extent necessary or severed, and the rest remains in effect.
- No waiver. Our not enforcing a provision is not a waiver of it.
- Assignment. You may not assign these Terms without our consent. We may assign them in connection with a merger, acquisition, financing, or sale of assets, to an entity that assumes them.
- Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, including outages of third-party providers and infrastructure failures.
- Notices and electronic records. We may give notice by email to your account address or in the product, and you consent to receiving agreements, notices, and records from us electronically. Legal notices to us go to legal@woox.art or by mail to WOOX LLC, 650 E Capitol Ave #493, Milpitas, CA 95035.
- Relationship. These Terms create no partnership, agency, or employment relationship.
- Construction. These Terms will not be construed against either party as their drafter.
- Third-party beneficiaries. There are no third-party beneficiaries of these Terms, except that the parties protected by Sections 16 and 17 may enforce those sections.
Questions about these Terms: legal@woox.art.
Related document
For what we collect and how we handle it — including the AI-processing disclosure, the sub-processor list, retention, and your rights — see the WOOX Privacy Policy.