Terms of Service
Welcome to The Women’s Social Club, a membership community of women+ supporting women+ (the “Service”). Please read these Terms of Service carefully, as they contain the legal terms and conditions that govern your use, subscription and access of the Service.
This Agreement (the “Agreement” or “TOS”) is between The Women’s Social Club, Inc. (“WSC”) and the Customer as applicable. You are the “Customer” under this Agreement if you by clicking or tapping on a button indicating your acceptance of this Agreement, by executing a document that references this Agreement, or by using the Services. If you are an organization, the individual who agrees to this Agreement on your behalf must have the authority to bind you to this Agreement.
Service
Service. During the Subscription Term, WSC shall provide the Services to Customer in accordance with this Agreement and the Service Description.
Changes to services. WSC continually changes and improves the Services. The Customer’s use of any new features and functionality added to the Services may be subject to additional or different terms relating to such new features and functionality. WSC may alter or remove functionality from the Services at any time without prior notice. WSC will inform the Customer of any additional or different terms as set out in Section 6.1.
Customer obligations
Valid contact information. You must provide a valid email address for your account.
Accounts. Only one free account per person is allowed.
Illegal activity. You are responsible to ensure that the Service is not used for any illegal or abusive purposes.
Account security. You are responsible for maintaining the confidentiality of passwords and any other credentials used to access your account.
You will use commercially reasonable efforts to prevent unauthorized use of the Services and will terminate any unauthorized use of which it becomes aware.
You, and not WSC, are responsible for any activity occurring in your accounts, whether or not authorized.
You will notify WSC promptly if you become aware of any unauthorized access or any other breach of security to your account.
Privacy. You consent to the transfer, processing, and storage of personal data (“Customer Information”) in accordance with this Agreement.
Exploit. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by WSC.
Payment and billing
Customer information. You must provide WSC with accurate customer and billing information and keep this information up to date.
Billing. By subscribing to the Service you give WSC the right to charge the submitted credit card, or bill the customer via other payment methods, for fees connected with the Service such as renewal fees or fees for extra services.
Billing cycle. The WSC Service is a subscription service. You pay in advance for each billing cycle on the first day of that cycle.
Change billing cycle. You can at any time change between different billing cycles. The new billing cycle length takes effect after the expiration of the current cycle (i.e. at the next renewal date).
Renewal. Your WSC account will be renewed automatically until you cancel the Service.
Extra service fees. You are responsible for all charges incurred related to your WSC account, including any applicable taxes or extra service fees.
Pricing changes. WSC may change the fees charged for the Services at any time, provided that, for any fees billed on a subscription basis, the change will become effective only at the end of the then-current billing cycle of the Customer’s subscription. WSC will provide the Customer with reasonable prior written notice of any change in fees to give the Customer an opportunity to cancel auto-renewal on the Customer’s subscription before the change becomes effective.
Upgrading and Downgrading of Accounts
Changing account type. You can at any time upgrade or downgrade to a different WSC plan inside the WSC control panel. The change to your account type will take effect immediately and apply to all future invoices.
Billing procedure for upgrade. After an upgrade you will be billed right away for the remaining time until the next renewal (the amount will be reduced with what you have already paid).
Billing procedure for downgrade. After a downgrade you will be billed at the next renewal date.
Cancellation and termination of Service
Cancellation. There is a 30 Day Notice To Cancel Your Membership. You may cancel your WSC account provided that any past invoices have been paid. WSC accepts cancellations via email. The effective cancellation date will be 30 days following the written request - this may fall after the 1st of the month when the membership billing cycle renews, in which case your account will be cancelled at the end of the month following that billing cycle's payment. WSC reserves the right to discontinue the Service at any time after a 30-day notice via email.
Termination. In case of any breach of the Agreement by the Customer (including any late or non payment), WSC may terminate this Agreement with immediate effect without any liability to the Customer.
No Refunds. You may cancel your subscription at any time. Please note that you must cancel your subscription before it renews in order to avoid being charged for the next billing cycle.
Refunds WILL NOT be provided for any subscriptions. We do not provide credit, refunds, or prorated billing for subscriptions that are canceled mid-month. In such a circumstance, you will continue to have access to your subscription until the end of the billing cycle.
Changes to Terms of Service
Changes to TOS. Occasionally we may, in our sole discretion, make changes to these Terms of Service. We announce important changes to our TOS upon logging in to your WSC account. The current TOS are always available https://wsc.club/terms. By continuing to use the Service after those changes are made, you are expressing and acknowledging your acceptance of the changes.
Use of Customer’s Name
Use of customer name. WSC reserves the right to use your name as a reference for marketing or promotional purposes on the WSC website and other communication with existing or potential WSC customers. To decline WSC this right you need to email hello@wsc.club stating that you do not wish to be used as a reference.
Intellectual Property
Ownership and rights. As between the parties, the Customer retains ownership of all intellectual property rights in the Customer Data and its trademarks etc, and WSC retains ownership of all intellectual property rights in the Services.
Brand and trademark. Except as permitted by WSC’s brand and trademark use policies, this Agreement does not grant the Customer any right to use WSC’s trademarks or other brand elements.
Information rights and publicity
Processing and statistics. WSC reserves the right to process and aggregate data for analysis and statistics.
Publication. WSC will not publish or use identifiable customer data in marketing or any other public purpose without explicit consent from the customer.
Sharing of data. WSC will not share any Customer Information with any third parties unless WSC:
has Your consent for any Customer Information or any third party's consent for the third party's Customer Information; concludes that it is required by law or has a good faith belief that access, preservation or disclosure of Customer Information is reasonably necessary to protect the rights, property or safety of WSC, its users or the public; or provides Customer Information in certain limited circumstances to third parties to carry out tasks on WSC’s behalf (e.g., billing or data storage) with strict restrictions that prevent the data from being used or shared except as directed by WSC.
Processing of personal data. When providing the Services, WSC shall, and shall procure that its subcontractors shall at all times take appropriate technical and organizational measures against unauthorized or unlawful processing of personal data; and shall not transfer any personal data without appropriate consent and clearance and only process the personal data in accordance with the instructions given by the party responsible for the personal data.
Security
Customer data. WSC will store and process Customer Data in a manner consistent with industry security standards. WSC has implemented technical, organizational, and administrative systems, policies, and procedures to help ensure the security, integrity, and confidentiality of Customer Data and to mitigate the risk of unauthorized access to or use of Customer Data.
Notification of security breach. In the event of a security breach that may affect you or anyone using the service, we’ll notify you of the breach and provide a description of what happened. The Customer is responsible to take immediate action on such notification, if necessary, in order to minimize the possible impact of the security breach.
Confidentiality
Definition. “Confidential Information” means information disclosed by a party to the other party in connection with the use of the Services that is marked as confidential or would reasonably be considered as confidential under the circumstances. Customer Data and Customer Information is the Customer’s Confidential Information. Despite the foregoing, Confidential Information does not include information that; is or becomes public through no fault of the recipient; the recipient of the Confidential Information already lawfully knew; was rightfully given to the recipient by a third party; or was independently developed by the recipient without reference to the disclosing party’s Confidential Information.
Confidentiality. Each party will: protect the other party’s Confidential Information using commercially reasonable efforts; and not disclose the Confidential Information, except to affiliates, employees, contractors, agents, and professional advisors who need to know it and who have agreed in writing to keep it confidential. Each party (and any permitted recipient to whom a party has disclosed Confidential Information of the other party) may use Confidential Information only to exercise rights and fulfill its obligations under this Agreement. Nothing in this Agreement will prevent WSC from using or disclosing the Customer’s Confidential Information in any manner permitted by WSC’s privacy policy.
Compelled Disclosure. Each party may disclose the other party’s Confidential Information when required by law or legal process, but only after it, if permitted by law: uses commercially reasonable efforts to notify the other party; and gives the other party the opportunity to challenge the requirement to disclose.
Contracting entity
WSC. The Service is provided by WSC and the references to “WSC”, “we”, “us”, and “our” are references to WSC, a US company located at 5540 Centerview Dr Ste 204 PMB 62878 Raleigh, NC 27606 8012.
Assignment
The Customer will not delegate, subcontract, transfer or assign this Agreement or any of its rights or obligations, without the prior written consent.
Other Terms
Entire Agreement. This Agreement (including any documents incorporated herein by reference to a URL or otherwise), and any sales quote or other sales document prepared for the Customer by WSC referencing this Agreement (“Sales Document”) constitute the entire agreement between you and WSC and they supersede any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. Any terms and conditions appearing on a purchase order or similar document issued by the Customer do not apply to the Services, do not override or form a part of this Agreement, and are void.
Precedence. To the extent any conflict exists between them, any sales document provided by WSC prevails over this Agreement, and this Agreement prevails over any additional terms with respect to the Services not approved by WSC in writing.
Force majeure. Neither WSC nor the Customer will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of war or terrorism, riot, governmental action, or internet disturbance) that was beyond the party’s reasonable control.
Independent Contractors. The relationship between WSC and you is that of independent contractors, and not legal partners, employees, or agents of each other.
Disclaimer
Disclaimer. WSC gives no warranties regarding the correctness of the data collected with the Service or any potential corruption or loss of such data.
Third party. WSC may use third party vendors and hosting partners to provide the necessary hardware, software, networking, and related technology required to run the Service. WSC is not responsible for any failures attributable to third parties.
Warranties
Warranties. Each party represents and warrants that it has full power and authority to enter into this Agreement; and it will comply with all laws and regulations applicable to its provision or use of the Services, as applicable.
Embargoes. The Customer represents and warrants that it is not barred by any applicable laws from being supplied with the Services. The Services may not be used in any country that is subject to an embargo by the United States or European Union applicable to the Services. The Customer will ensure that it does not use the Services in violation of any export restriction or embargo by the United States; and it does not provide access to the Services to persons on the U.S. Department of Commerce’s Denied Persons List or Entity List, or the U.S. Treasury Department’s list of Specially Designated Nationals.
Limitation of Liability
Liability. You expressly understand and agree that WSC shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if WSC has been advised of the possibility of such damages), resulting from e.g. (but not limited to):
the use or the inability to use the WSC service; the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the WSC service; unauthorized access to or alteration of your transmissions or data; statements or conduct of any third party on the WSC service; or any other matter relating to the WSC service.
Responsibility of decisions. Any decisions or claims you make based on data from the WSC Service are your sole responsibility. WSC shall not be held liable for any such decisions or claims.
Damage and losses. In no event shall WSC's total liability to you for all damages, losses, and causes of action (whether in contract, tort (including, but not limited to, negligence), or otherwise) exceed the amount paid by you, if any, for using the Service during the 12 months preceding the event causing the loss.
Indemnification
Indemnification. You agree to indemnify, defend and hold harmless WSC and its officers, directors, employees, consultants and agents from any and all third party claims, liability, damages and/or costs (including, but not limited to, attorney fees) arising from your use of the WSC Service, your violation of the TOS or your infringement, or infringement by any other user of your account, any intellectual property or other right of any person or entity.
Other
Competent authority. If any part of this Terms of Service would be determined by any competent authority to be invalid, unlawful or unenforceable, the remainder of the Terms of Service shall continue to be valid and enforceable to the fullest extent permitted by law.
Dispute
Governed law. This contract shall be governed by the substantive law of North Carolina where WSC has its domicile.
Dispute. The District Court of North Carolina shall solve any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof. Notwithstanding this, WSC will be entitled to enforce any infringement of WSC’s intellectual property and any non-payment of fees due to WSC in the courts of any jurisdiction in which such infringement is occurring or in which the Customer is incorporated.
