PLEASE READ THESE TERMS (THIS “AGREEMENT”) CAREFULLY BEFORE USING THIS WEBSITE OR ANY OTHER PROFESSIONAL WOMEN’S HOCKEY LEAGUE PRODUCT OR SERVICE.
- INTRODUCTION; GENERAL; OWNERSHIP; PROHIBITIONS
- NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
- COMMUNITY FEATURES
- SPECIAL TERMS AND CONDITIONS APPLICABLE TO SALES; CUSTOMER SERVICE CONTACT INFORMATION
- VOTES, CONTESTS, SWEEPSTAKES
- DISCLAIMER OF WARRANTIES
- LIMITATIONS ON LIABILITY
- ARBITRATION; CONSENT TO JURISDICTION IN NEW YORK; ATTORNEYS’ FEES; TIME PERIOD LIMITATION FOR CLAIMS
- CHOICE OF LAW
- NOTICE FOR CALIFORNIA CONSUMERS
1. INTRODUCTION; GENERAL; OWNERSHIP; PROHIBITIONS
Use of the official websites of the Professional Women’s Hockey League (the “League”), which encompasses thePWHL.com, the official websites of the teams in the League (“Team(s)”), the official websites of certain other League-related properties (hereinafter individually and collectively, this “Website”), downloadable mobile applications and other applications available from third party social media locations, and all products and services provided and/or distributed (whether via this Website or elsewhere) by PWHL Holdings LLC and its subsidiaries, including PWHL Leagueco US LP (“PWHL”), and the teams part of PWHL are subject to this Agreement. References to this Website, applications, and all materials contained in this Website and/or otherwise accessible via other PWHL-controlled products or services or PWHL-operated interactive media locations will be referred to herein collectively as the “PWHL Digital Properties” and individually as a “PWHL Digital Property.” By using a PWHL Digital Property, you agree to be bound by this Agreement. If you do not agree to this Agreement, do not use the PWHL Digital Properties.
Except for Submitted Content (defined below), the PWHL Digital Properties are either owned by or licensed to PWHL. The applicable owners and licensors retain all rights to the PWHL Digital Properties, including, but not limited to, all copyright, trademark, and other proprietary rights, however denominated. Except for downloading one copy of the PWHL Digital Properties on any single device for your personal, non-commercial home use, you must not reproduce, prepare derivative works based upon, distribute, perform or display the PWHL Digital Properties without first obtaining the written permission of PWHL or otherwise as expressly set forth in the terms and conditions of the PWHL Digital Properties. The PWHL Digital Properties must not be used in any unauthorized manner.
You must not use the PWHL Digital Properties, including, but not limited to, Community Features (as defined below), to: (i) transmit, store, embed or otherwise make available any information or material that infringes any right of PWHL or any third party, however denominated, including, without limitation, copyright, trademark, patent, rights of privacy or publicity, or any other proprietary right; (ii) transmit, store, or otherwise make available material which disrupts any of the PWHL Digital Properties, imposes an unreasonable or disproportionately large load on any PWHL Digital Property infrastructure, or otherwise adversely affects, restricts, or inhibits any other user from using any of the PWHL Digital Properties; (iii) transmit, store, or otherwise make available material which is false, threatening, abusive, libelous, defamatory, obscene, vulgar, demeaning, offensive, pornographic, profane, sexually explicit, indecent or inappropriate, which constitutes hate speech or which adversely affects PWHL business, or is otherwise objectionable in PWHL’s sole determination; (iv) transmit, store, or otherwise make available material which constitutes or encourages conduct that would constitute a criminal offense, give rise to civil liability, or otherwise violates any local, state, national, or international law; (v) transmit, store, or otherwise make available a virus, trojan horse, worm, time bomb, spyware, bot or other harmful or deleterious programming routine; (vi) transmit, store, or otherwise make available material which contains any material of a commercial nature, including, but not limited to, advertising, promotions, “junk mail,” “spam,” “pyramid schemes,” “chain letters” or solicitation of any kind; (vii) transmit, store, or otherwise make available material which constitutes or contains false or misleading indications of origin or statements of fact; (viii) exploit, harm, personally attack (personal attacks include, but are not limited to, defamatory, sexual and/or sexually implicit remarks) or impersonate players, management, employees of hockey, or any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (ix) use or attempt to use another’s information, account, password, service or system except as expressly permitted; (x) solicit, collect, transmit, store or otherwise make available private information of any third party including, without limitation, telephone numbers, addresses, last names, email addresses, Social Security numbers or credit or debit card numbers; (xi) use automated scripts to collect information from or otherwise interact with the PWHL Digital Properties; and (xii) transmit, store, or otherwise make available material which is irrelevant to the subject matter of the applicable PWHL Digital Properties.
Third party text, photo, graphic, audio and/or video material, including that provided by Associated Press (“AP”) (collectively, the “Third Party Materials”) contained on or incorporated in the PWHL Digital Properties shall not be published, broadcast, rewritten for broadcast or publication or redistributed directly or indirectly in any medium. Neither these Third Party Materials nor any portion thereof may be stored in a device except for personal and non-commercial use. No third party provider, including, without limitation, AP, will be held liable in any way to any user of a PWHL Digital Property, or to any third party who may receive information in the Third Party Materials, for any delays, inaccuracies, errors or omissions therefrom or in the transmission or delivery of all or any part thereof, or for any damages arising from or occasioned by any of the foregoing.
2. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT
If you believe in good faith that your copyrighted work has been reproduced on or linked from the Services without authorization in a way that constitutes copyright infringement, please provide our designated copyright agent with the following information. All such notifications relating to this Website or the other PWHL Digital Properties must be a written communication and must include the following information:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- 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 PWHL to locate the material.
- Information reasonably sufficient to permit PWHL to contact the complaining party, such as an address, telephone number, and/or electronic mail address.
- 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.
- 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.
Claims of infringement which include the above required information must be submitted via postal mail or email to PWHL’s Designated Agent as follows:
Service Provider: Corporation Service Company
251 Little Falls Drive
[Attn: PWHL LeagueCo US LP
Wilmington, New Castle County, Delaware 19808
3. COMMUNITY FEATURES
The PWHL Digital Properties may offer opportunities for you to transmit messages, information, ideas, opinions, images, audio, video, creative works or other information or material (collectively, the “Submitted Content”) in connection with various features, including, but not limited to, profiles, forums, bulletin boards, wiki, vanity email, auctions, contests, games, blogs, audio and/or video submissions, message boards, Q&A features and chat features (collectively, the “Community Features”). By transmitting your Submitted Content via any PWHL Digital Property, you grant, and represent and warrant that you have the right to grant, to PWHL a worldwide, perpetual, royalty-free, non-exclusive, sub-licensable and irrevocable right and license to use, reproduce, prepare derivative works based upon, distribute, perform, sell, and display your Submitted Content for any purpose throughout the universe, in whole or in part, in any form, media or technology known or hereafter developed.
PWHL and its third party providers (“Vendors”) do not monitor, endorse, edit, or screen your Submitted Content, although PWHL and its Vendors reserve the right to do so, and neither PWHL nor its Vendors shall be liable for your Submitted Content. You acknowledge that your Submitted Content is not confidential, and your Submitted Content may be read, intercepted by others, and widely accessible on the Internet and via other interactive media, and you have no expectation of privacy with regard to any such submission. You acknowledge that by submitting your Submitted Content via the Community Features, no confidential, fiduciary, contractually implied, or other relationship is created between you and PWHL or between you and PWHL’s Vendors other than as expressly set forth in this Agreement. You acknowledge that PWHL is not responsible for, and cannot and does not guarantee, the accuracy, completeness or reliability of information in any material posted or submitted by any user of the Community Features. You represent that your Submitted Content is an original work by you or you have all necessary rights in it to submit it to PWHL under the terms of this Agreement. You further agree that you are solely liable for any and all costs, claims, demands, investigations, liabilities, losses, damages, judgments, settlements, costs and expenses, including attorneys’ fees, connected to or arising from your breach of any representation or warranty, or other violation of this Agreement. If PWHL determines, in PWHL’s sole discretion and judgment, that your Submitted Content violates, or may violate, any of the terms of this Agreement, PWHL reserves the right to (a) refuse to allow you to upload or otherwise transmit Submitted Content; (b) remove and delete your Submitted Content; (c) revoke your right to use any Community Features or other PWHL Digital Properties; and/or (d) use any technological, legal, operational or other means available to PWHL to enforce the provisions of this Agreement, including, without limitation, blocking specific IP addresses or deactivating your account on any PWHL Digital Property.
You are solely responsible for your interactions with other users of the PWHL Digital Properties. You may use various features (e.g., the “Flag” within comments sections) of certain Community Features to report violators. We reserve the right, but have no obligation, to monitor disputes between you and other users.
4. SPECIAL TERMS AND CONDITIONS APPLICABLE TO SALES OF PRODUCTS AND SERVICES; CUSTOMER SERVICE CONTACT INFORMATION
The PWHL Digital Properties may make available limited merchandise in certain circumstances (collectively, “Merchandise”). From the Ticketing sections of certain PWHL Digital Properties, you can, among other things, purchase tickets for games supplied by the League and/or the applicable Team(s) (“Tickets”). Via certain PWHL Digital Properties, you can subscribe to or download audio, video and audiovisual content, fantasy and other games and other products and services (collectively, “Services”). In addition, you can acquire PWHL products and services from locations other than the PWHL Digital Properties (e.g., via third party storefronts, including, without limitation, wireless carriers, online music and/or video download and streaming sites, video game console services, third party websites, etc.) (collectively, “Third Party Sales Locations”).
ALL PURCHASES ARE SUBJECT TO PRODUCT AVAILABILITY. PWHL EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY DAMAGE, LOSS OR INJURY ARISING OUT OF THE ACTIVITIES OF ANY VENDOR, THE MERCHANDISE OFFERED BY THE VENDORS, ANY LOSS OR INJURY RESULTING FROM YOUR ACCESS OR INABILITY TO ACCESS THE PWHL DIGITAL PROPERTIES, ANY THIRD PARTY SALES LOCATIONS OR ANY PRODUCT OR SERVICE THEREIN, OR ANY LOSS OR INJURY ARISING OUT OF YOUR PURCHASE OR USE OF ANY PRODUCTS, MERCHANDISE, TICKETS, OR SERVICES.
The Services and all other products offered via the PWHL Digital Properties are provided for your private, non-commercial use, and you may not distribute, modify, translate, rebroadcast, transmit, stream, perform or create derivative works of them.
- Price Modifications; Merchandise and Services Availability
PWHL reserves the right to modify the price of any Merchandise, Tickets, Services, or any other products offered via the PWHL Digital Properties. PWHL is not responsible for any error in copy or images relating to Merchandise, Tickets, Services, or any other products offered via the PWHL Digital Properties. Any offer to sell any Merchandise, Tickets, Services, or any other products offered via the PWHL Digital Properties may be discontinued at any time in PWHL’s sole discretion.With respect to Merchandise offered and/or sold via the PWHL Digital Properties, we cannot confirm the price or availability of an item until you order; however, we do NOT charge your credit or debit card until after your order has entered the shipping process (with the exception of any special order or customized/personalized products, which will be billed immediately after the order is received). Despite our best efforts, a small number of the items listed in the PWHL Digital Properties may be mispriced. If we discover a mispricing, we will do one of the following:If an item’s correct price is lower than our stated price, we will charge the lower amount and ship you the item.
If an item’s correct price is higher than our stated price, we will, at our discretion, either contact you for instructions before shipping or cancel your order and notify you via email of such cancellation.
The Services and any other applicable products offered via the PWHL Digital Properties or Third Party Sales Locations are subject to transmission limitations of the Internet and wireless carriers, which limitations could result in video and/or audio dropouts, rebuffering or other loss of connection.
- Required Notices of Certificates of Authenticity
With respect to the sale of certain Merchandise to residents of the State of California, the following notice is provided pursuant to California Civil Code, Title 1.1A, Autographed Sports Memorabilia, Cal Civil Code § 1739.7 (2001):SALE OF AUTOGRAPHED SPORTS MEMORABILIA: AS REQUIRED BY LAW, A DEALER WHO SELLS TO A CONSUMER ANY SPORTS MEMORABILIA DESCRIBED AS BEING AUTOGRAPHED MUST PROVIDE A WRITTEN CERTIFICATE OF AUTHENTICITY AT THE TIME OF SALE. THIS DEALER MAY BE SURETY BONDED OR OTHERWISE INSURED TO ENSURE THE AUTHENTICITY OF ANY COLLECTIBLE SOLD BY THIS DEALER.With respect to the sale of certain Merchandise, the following notice is provided pursuant to New York Arts and Cultural Affairs Law, Title V-1, Sale of Autographed Sports Collectibles, NY CLS Art & Cult Affr § 60.04 (2006):
SALE OF AUTOGRAPHED SPORTS MEMORABILIA: AS REQUIRED BY LAW A DEALER WHO SELLS TO A CONSUMER ANY SPORTS MEMORABILIA DESCRIBED AS BEING PERSONALLY AUTOGRAPHED FOR TWENTY-FIVE DOLLARS OR MORE MUST PROVIDE A WRITTEN CERTIFICATE OF AUTHENTICITY AT THE TIME OF SALE.
The certificates referenced above will be provided in the form of a certificate of authenticity or as a unique hologram affixed to the item itself. Each hologram bears a unique tamper-proof identification number that upon entry in PWHL’s database will provide the name of the signer and the date the item was signed.
- Customer Service
Should you have any questions or are in need of customer service, please email PWHL Customer Service at email email@example.com.
- Purchasing; Price; Payment
If the account number, expiration date or other information of any credit or debit card account associated with your subscription Service changes, PWHL recommends you update it as soon as possible. Please also be aware, PWHL may acquire this current information from our financial services partner(s) and update the Payment Profile section of your PWHL.com account to include such revised payment information.
- Sales Tax
For certain purchases made via the PWHL Digital Properties, PWHL is required to collect sales tax. In states or regions that impose sales or use tax, a purchase is subject to tax unless specifically exempt. Purchases from the PWHL Digital Properties are not exempt from sales or use taxes simply because they are made from the Internet or because PWHL is not required to collect sales or use tax by any particular state or region. Whether any sales tax will be collected on a given purchase and the amount of tax charged depends on a number of factors, including whether the seller is subject to tax in a given jurisdiction. The purchaser is responsible for any applicable taxes not collected by PWHL and certain states require purchasers to file a sales/use tax return annually reporting taxable purchases that were not taxed and to pay such tax. For details, see the website of, or otherwise contact, the applicable taxing authority. If any sales tax will be collected directly by PWHL in connection with a purchase, that amount will be shown either prior to the completion of any purchase or reflected in the final confirmation of that purchase.For Oklahoma purchasers, applicable use tax on purchases made via the PWHL Digital Properties may be reported and paid on an Oklahoma individual income tax return [Form 511] or by filing a consumer use tax return [Form 21-1]. The referenced forms and corresponding instructions are available on the Oklahoma Tax Commission website.For South Dakota purchasers, applicable sales or use taxes on purchases made via the PWHL Digital Properties may be reported and paid on the South Dakota use tax form, available with corresponding instructions on the South Dakota Department of Revenue website.
- Notifications and Other Terms and Conditions
By purchasing or using any Services, you agree that PWHL may notify you about changes to prices and/or Services by sending an email to an address you have provided to PWHL or by publishing a notice on the informational page(s) of the PWHL Digital Properties applicable to the Services. It is your responsibility to notify PWHL of any change in your email address by logging in to the applicable PWHL Digital Property and using the online account management tool. If your email service includes functionality or software that catalogues your emails in an automated manner, it is your responsibility to ensure you retrieve those emails we send to you (e.g., by routinely monitoring your bulk, junk and/or spam email folders or by adding us to your address book or safe senders list).Programming, pricing, terms and conditions of Services, Tickets, and other products offered via the PWHL Digital Properties are subject to availability and change. Certain Services, Tickets and other products offered via the PWHL Digital Properties may be governed by separate terms (e.g., an end user license or similar agreement) which differ from this Agreement. Please refer to the terms and conditions of such Services, Tickets, other products and/or PWHL Digital Properties to determine the policies applicable for such other PWHL Digital Properties. In the event of any conflict between this Agreement and the terms and conditions provided for any such Service, Ticket, other product or PWHL Digital Property, the terms and conditions of the applicable Service, Ticket, other product or PWHL Digital Property will govern.
5. VOTES; CONTESTS; SWEEPSTAKES
The PWHL Digital Properties may offer you opportunities to vote in connection with certain events including the All-Star Game and also to participate in contests, sweepstakes or other promotions. By participating in any such event, you signify your agreement to all special terms set forth on the PWHL Digital Property applicable to the event as well as the terms of this Agreement.
The PWHL Digital Properties may contain links and pointers to other Internet sites and resources, including, without limitation, Third Party Sales Locations and Third Party Social Networking Features. Links to and from the PWHL Digital Properties from or to Third Party Sales Locations, Third Party Social Networking Features and other websites or locations maintained by third parties do not constitute an endorsement by PWHL or any other PWHL Entity of any such third party website or content. PWHL is not responsible for the availability of these third party resources or their contents. You should direct any concerns regarding any external link to the administrator of the applicable third party website or location.
7. DISCLAIMER OF WARRANTIES
- USE OF THE PWHL DIGITAL PROPERTIES, AND THE PRODUCTS, MERCHANDISE, TICKETS, AND SERVICES INCLUDED THEREIN, ARE AT YOUR EXCLUSIVE RISK, AND RISK OF INJURY FROM THE FOREGOING RESTS EXCLUSIVELY WITH YOU.
- EXCEPT FOR ANY WARRANTIES THAT MAY BE EXPRESSLY PROVIDED BY PWHL AND/OR THE APPLICABLE VENDOR, THE PWHL DIGITAL PROPERTIES, AND ALL MATERIALS CONTAINED OR DISTRIBUTED THEREIN, INCLUDING, BUT NOT LIMITED TO, ALL PRODUCTS, MERCHANDISE, TICKETS, AND SERVICES, ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF TITLE OR WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
- PWHL DOES NOT WARRANT THAT: (1) THE PWHL DIGITAL PROPERTIES OR ANY PRODUCTS OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; (2) DEFECTS OR ERRORS IN THE PWHL DIGITAL PROPERTIES, OR PRODUCTS, MERCHANDISE, AND SERVICES AVAILABLE THEREFROM, WILL BE CORRECTED; (3) THE PWHL DIGITAL PROPERTIES, OR PRODUCTS, MERCHANDISE, AND SERVICES, WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS; OR (4) ANY INFORMATION CONTAINED IN THE PWHL DIGITAL PROPERTIES, OR PRODUCTS, MERCHANDISE, AND SERVICES AVAILABLE THEREFROM, WILL BE ACCURATE OR RELIABLE.
8. LIMITATIONS ON LIABILITY
- NOTWITHSTANDING ANY TERM IN THIS AGREEMENT, OTHER APPLICABLE TERMS AND CONDITIONS OF THE PWHL DIGITAL PROPERTIES, OR ANY ACT OR FAILURE TO ACT BY PWHL OR ITS VENDORS, YOU ARE EXCLUSIVELY LIABLE FOR ANY AND ALL SUBMITTED CONTENT YOU TRANSMIT VIA THE PWHL DIGITAL PROPERTIES.
- IN NO EVENT SHALL PWHL BE LIABLE FOR ANY BREACH IN TRANSACTION SECURITY CAUSED BY A THIRD PARTY ARISING OUT OF OR RELATING TO ANY ATTEMPT TO PURCHASE PRODUCTS, MERCHANDISE, TICKETS, OR SERVICES.
- IN NO EVENT SHALL PWHL, ANY OTHER PWHL ENTITY OR ANY VENDOR BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO USE OF OR INABILITY TO USE THE PWHL DIGITAL PROPERTIES, INCLUDING, BUT NOT LIMITED TO, ANY TRANSACTION FOR PRODUCTS, MERCHANDISE, TICKETS, OR SERVICES. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF PWHL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE LIABILITY OF PWHL IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. THE MAXIMUM LIABILITY OF PWHL, ANY OTHER PWHL ENTITY OR ANY VENDOR FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THE PWHL DIGITAL PROPERTIES, INCLUDING, BUT NOT LIMITED TO, ANY PRODUCTS, TICKETS, MERCHANDISE, OR SERVICES AVAILABLE THEREFROM, IS $50.
- IN NO EVENT SHALL PWHL OR ANY OTHER PWHL ENTITY BE LIABLE FOR ANY FAILURE, INTERRUPTION OR ERROR WITH RESPECT TO ANY ASPECT OF THE PWHL DIGITAL PROPERTIES, INCLUDING THE AVAILABILITY OF ANY FEATURE OR FUNCTIONALITY.
You hereby agree to indemnify and hold the PWHL Entities harmless from all claims, liabilities, damages and expenses (including attorneys’ fees and expenses) arising out of or relating to: (i) your use of the PWHL Digital Properties, including, but not limited to, the Merchandise, Tickets, Services, and/or products purchased via the PWHL Digital Properties; or (ii) any alleged breach of this Agreement by you. For purposes of this Agreement, the “PWHL Entities” shall mean PWHL, the Teams and each of their parent, subsidiary, affiliated, and related entities, any entity which, now or in the future, controls, is controlled by or is under common control with PWHL or the Teams, and the owners, general and limited partners, shareholders, directors, officers, employees and agents of the foregoing entities.
PWHL may change, suspend, or discontinue any aspect of the PWHL Digital Properties at any time, including the availability of any product, Merchandise, Ticket offering, Service, feature, database or content. PWHL may also impose limits on certain offerings and features or restrict your access to parts, or the entirety, of the PWHL Digital Properties without notice or liability at any time in PWHL’s exclusive discretion, without prejudice to any legal or equitable remedies available to PWHL, for any reason or purpose, including, but not limited to, conduct that PWHL believes violates this Agreement or other policies or guidelines posted on the PWHL Digital Properties or conduct which PWHL believes is harmful to other customers, to PWHL’s business or to other information providers. In addition and without prejudice to any other remedy available to PWHL, PWHL may immediately terminate this Agreement if you breach any term of this Agreement or other operating term set forth by PWHL in the PWHL Digital Properties. This Agreement may also be immediately terminated at any time by PWHL in its sole discretion.
11. ARBITRATION; CONSENT TO JURISDICTION IN NEW YORK; ATTORNEYS’ FEES; TIME PERIOD LIMITATION FOR CLAIMS
- Any and all disputes, claims, or controversies arising out of or relating to this Agreement, the breach thereof, or any use of the PWHL Digital Properties (including all commercial transactions conducted through the PWHL Digital Properties) (“Claims”), except for claims filed in a small claims court that proceed on an individual (non-class, non-representative) basis, shall be settled by binding arbitration before a single arbitrator appointed by the American Arbitration Association (“AAA”) in accordance with its then governing rules and procedures, including the Supplementary Procedures for Consumer-Related Disputes, where applicable. In agreeing to arbitrate all Claims, you and PWHL waive all rights to a trial by jury in any action or proceeding involving any Claim. The arbitration shall be held in New York County, New York, and judgment on the award rendered by the arbitrator may be entered by any court having jurisdiction thereof. This arbitration undertaking is made pursuant to and in connection with a transaction involving interstate commerce, and shall be governed by and construed and interpreted in accordance with the Federal Arbitration Act at 9 U.S.C. Section 1, et seq. The parties agree that an award and any judgment confirming it only applies to the arbitration in which it was awarded and cannot be used in any other case except to enforce the award itself. This arbitration provision shall survive termination of this Agreement.
- Subject to the limitations set forth below in this Section 11, the arbitrator shall have authority to award legal and equitable relief available in the courts of the State of New York, provided that:
- The arbitrator shall not have authority to award punitive damages unless authorized to do so by statute; and
- Any and all claims shall be arbitrated on an individual basis only and shall not be consolidated or joined with or in any arbitration or other proceeding involving a Claim of any other party. You and PWHL agree that the arbitrator shall have no authority to arbitrate any Claim as a class action or in any other form other than on an individual basis.
- For any Claims that are not subject to arbitration: (i) the exclusive jurisdiction and venue for proceedings involving Claims shall be the courts of competent jurisdiction sitting within New York County, New York (the “Forum”), and the parties hereby waive any argument that any such court does not have personal jurisdiction or that the Forum is not appropriate or convenient; (ii) you and PWHL waive any and all rights to trial by jury with respect to any Claims.
- In the event that either party initiates a proceeding involving any Claim other than arbitration in accordance with this Section 11, or initiates a proceeding involving a Claim other than in the Forum, the other party shall recover all attorneys’ fees and expenses reasonably incurred in enforcing this Agreement to arbitrate and the Forum to which the parties have herein agreed.
- To the maximum extent permitted by law, you permanently and irrevocably waive the right to bring any Claim in any forum unless you provide PWHL with written notice of the event or facts giving rise to the Claim within one (1) year of their occurrence.
12. CHOICE OF LAW
Any and all Claims arising out of or related to this Agreement or to your use of any product or service distributed by PWHL shall be governed by, and construed and interpreted in accordance with, the laws of the State of New York, without regard to conflict of laws principles.
This Agreement constitutes the entire agreement between the parties and supersedes all prior written or oral agreements or communications with respect to the subject matter herein. PWHL in its sole discretion may amend this Agreement, in which case we will post the amended Agreement within the PWHL Digital Properties. Your use of the PWHL Digital Properties after such an amended Agreement is posted will constitute acceptance of it by you. PWHL may be required to notify you of certain events concerning the PWHL Digital Properties and your use thereof, and your use of the PWHL Digital Properties constitutes acceptance that such notices will be effective upon our posting them on the applicable PWHL Digital Properties or, if we elect in our sole discretion, emailing you at an address you have provided to us. Sections 7, 8, 9, 11, 12, and 13 of this Agreement will survive any termination or cancellation of this Agreement. PWHL’s performance under this Agreement is subject to applicable law and nothing contained herein is in derogation of PWHL’s right or obligation to comply with governmental, court, and law enforcement requests or requirements relating to your use of the PWHL Digital Properties or information provided to or gathered by PWHL with respect to such use. If any term in this Agreement is declared unlawful, void, or for any reason unenforceable by any court, then such term will be deemed severable from the remaining terms and will not affect the validity and enforceability of such remaining terms. The section headings in this Agreement are for convenience only and must not be given any legal import.
BY USING A PWHL DIGITAL PROPERTY, YOU SIGNIFY YOUR AGREEMENT TO THE TERMS OF THIS AGREEMENT. If you do not agree to the terms in this Agreement, you must not use any of the PWHL Digital Properties. PWHL may change the terms of this Agreement at any time, and your use of a PWHL Digital Property after such change is posted will mean that you accept such change.
15. NOTICE FOR CALIFORNIA CONSUMERS
Under California Civil Code Section 1789.3, California users of the PWHL Digital Properties are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
LAST UPDATED: AUGUST 25, 2023