SWEE TERMS OF SERVICE

Last updated: June 18, 2024

IMPORTANT – PLEASE READ CAREFULLY – THESE TERMS CREATE A LEGALLY BINDING AGREEMENT BETWEEN YOU AND SWEE TECHNOLOGIES, INC., WHICH GOVERNS YOUR USE OF THE SERVICES. BY CREATING OR ACCESSING AN ACCOUNT, OR BY ACCESSING OR USING THE SERVICES, YOU ACCEPT AND AGREE TO BE BOUND, WITHOUT LIMITATION OR QUALIFICATION, BY THESE TERMS. IF YOU DO NOT ACCEPT ANY OF THESE TERMS, YOU ARE PROHIBITED FROM USING THE SERVICES. IF YOU WERE USING A BETA VERSION OR OTHER VERSION OF THE SERVICES OFFERED PRIOR TO YOUR ACCEPTANCE OF THESE TERMS, THESE TERMS ALSO APPLY TO YOUR PAST USE OF THAT BETA OR OTHER VERSIONS OF THE SERVICES.

Interpretation and Definitions.
1. Interpretation. The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
2. Definitions. For the purposes of these Terms of Service:
  1. “Applications” means, collectively, the software services and programs provided by Swee and accessed by You through any electronic device, including without limitation Swee’s swing tracking, swing diagnostic, video capture, and related software and services.
  2. “Swee” (referred to as either "Swee", "We", "Us" or "Our" in these Terms of Service) refers to Swee Technologies, Inc.
  3. “Customer Data” means, other than Developed Data, information, data, text, pictures, video, and other content, in any form or medium, that is submitted, posted, or otherwise transmitted by or on behalf of You through the Services.
  4. “Developed Data” means information obtained from sources other than You, and information derived from or related to Customer Data and Your use of the Services, including but not limited to statistical and performance information related to the provision, operation and use of the Services. Developed Data will not include Customer Data itself, or any data or information derived from Customer Data that is used to identify, or can be reasonably used to identify, You or any specific person or entity.
  5. “Service” or “Services” refers to the Applications and/or the Website.
  6. “Terms of Service” (also referred as "Terms") mean these Swee Terms of Service that form the entire agreement between You and Swee regarding the use of the Services.
  7. “Swee IP” means the Services, Applications, Website, and any and all intellectual property therein, provided to You in connection with the foregoing. For the avoidance of doubt, Swee IP includes Developed Data and any aggregated information, data, or other content derived from Swee’s monitoring of Your access to or use of the Services, Applications, and Website, but does not include Customer Data.
  8. “Website” refers to Swee’s website, accessible from https://www.swee.ai/.
  9. “You” means the individual accessing or using the Services, or the company, or other legal entity on behalf of which such individual is accessing or using the Services, as applicable.
Right, License and Restrictions.
1. License Grant for Services. During the term of this agreement and subject to your agreement to, and continuing compliance with, these Terms, the payment of any required fees for any paid component of the Services, and any other relevant Swee policies, Swee grants you a non-exclusive, non- transferable, revocable limited right and license to access and use the Services. As used in these Terms, a “User” means someone who has been granted the right to use the Services, “Other User” means another licensee or user of the Services. These Terms of Service apply to all visitors, Users and Other Users who access or use the Services. By accessing or using the Services You agree to be bound by these Terms of Service. If You disagree with any part of these Terms of Service then You may not access the Services. You may not use the Services in violation of the terms of these Terms.
2. Documentation License. During the term of this agreement and subject to your agreement to, and continuing compliance with, these Terms, the payment of any required fees for any paid component of the Services, and any other relevant Swee policies, Swee grants you a revocable, non-exclusive, non-sublicensable, non-transferable license to use the Documentation solely in connection with your use of the Services. As used herein, “Documentation” means Swee’s user manuals, handbooks, and guides relating to the Services provided by Swee to You either electronically or in hard copy form/end user documentation relating to the Services.
3. Reservation of Rights. Swee reserves all rights not expressly granted to You in these Terms. Except for the limited rights and licenses expressly granted under these Terms, nothing in these Terms grants, by implication, waiver, estoppel, or otherwise, to You or any third party any intellectual property rights or other right, title, or interest in or to the Swee IP.
Use of the Services.
1. Accounts and Access. You must register for an account through the Services (an “Account”). An “Account Holder” means the person in whose username an Account is registered. You are wholly responsible for the cost of all internet connection fees, along with all equipment, servicing, or repair costs necessary to use the Services. You may access your Account and use the Services through the Applications on different Devices and you may be logged into your Account on multiple Devices at a time, however, certain functionality of the Services may not be available simultaneously on multiple Devices. Swee reserves the right to remove or reclaim any username at any time and for any reason or no reason, including but not limited to claims by a third party that a username violates the third party’s rights. As used herein, “Device” means any device that can access the Applications, Website or Services such as a computer, a cellphone or a digital tablet.
2. Personal Responsibility.
  1. You are responsible for Your use of the Services and for any Customer Data provided under Your Account, including compliance with applicable laws, rules, and regulations. Any act or omission by any person using your Account or Login Information that would constitute a breach of these Terms if taken by You will be deemed a breach of this Agreement by You. Swee is not responsible for information that you choose to share on the Services, or for the actions of Other Users.
  2. The following restrictions apply to Your use of the Services:
    1. You accept full responsibility for any unauthorized use of the Services by parties not authorized to use any of your Accounts;
    2. You shall not create an Account using a false identity or false information, or on behalf of someone other than yourself;
    3. Without first obtaining the written permission of Swee, you shall not register for an Account or in any way use the Services if Swee has removed, suspended, or otherwise terminated any Account registered for by you, or on behalf of you or if Swee has notified you that you may not use the Services;
    4. You shall not use the Services to engage in any illegal conduct;
    5. You shall not post, distribute or make available through the Services any Customer Data, material or information that infringes any copyright, trademark, patent, trade secret, right of privacy, right of publicity or other right of any person or entity or impersonates any other person; and
    6. You shall not do anything with any content you access through the Services that has been marked with restrictions or other instructions that is counter to such restrictions or other instructions.
    7. If you are under the age of 13 you shall not use the Services and shall not transfer any Customer Data. You further represent that (i) You are an individual (not a corporation) and are 13 years old or older; and if You are between the ages of 13 and 18, You represent that You have obtained the consent of your parent or legal guardian and the Terms have been reviewed and agreed by them.
3. Your access to and use of the Services is also conditioned on Your acceptance of and compliance with the Privacy Policy of Swee. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Applications or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Services.
Account Limitations and Prohibitions.
1. General Effects of Violations. Any use of the Services in violation of these Terms is strictly prohibited, can result in the immediate revocation of your limited license granted by Section 2(a), and may subject you to liability for violations of law. Swee is permitted to restrict use of the Services for anyone who Swee reasonably believes has or will violate these Terms or any applicable law when using the Services.
2. Activity Prohibitions. You shall not use the Services for any purposes beyond the scope of the access granted in these Terms or under any Service Order or Customer Agreement. You shall not at any time, and shall not directly or indirectly permit any other person or entity to:
  1. copy, modify, or create derivative works of the Services or Documentation, in whole or in part;
  2. rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available to others the Services or Documentation;
  3. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part;
  4. remove any proprietary notices from the Services or Documentation;
  5. use the Services or Documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, company, or entity, or that violates any applicable law;
  6. use the Services in connection with any circumstances which could lead to personal injury or physical or property damage, including circumstances under which such injury or damage may arise from the failure of the Services;
  7. use the Services for purposes of benchmarking or competitive analysis of the Services for the purpose of developing, using, or providing a competing software product or service, or any other purpose that is to Swee’s detriment or commercial disadvantage.
3. No Limitation. The foregoing prohibitions on use are not meant to be exhaustive, and Swee reserves the right to determine what conduct we consider to be a violation of the Terms or improper use of the Services and to take action including termination of your Account and exclusion from further participation in the Services.
Account Information and Management.
1. Information Provided When Setting Up Account. When creating or updating an Account on the Services, You may be required to provide Swee with certain personal information for Yourself, which may include (but is not limited to) personal information such as email address and the vanity username and password for your Account (“Account Information”). Account Information will be held and used in accordance with Swee’s Privacy Policy. You agree that you will supply accurate and complete Account Information to Swee, and that you will update such information when and as it changes.
2. Login Information. During the Account creation process, you will be issued and/or required to select a username and password (“Login Information”). The following rules govern the security of your Login Information:
  1. You shall not share the Account or the Login Information, nor let anyone else access your Account or do anything else that might jeopardize the security of your Account;
  2. In the event you become aware of, or reasonably suspect, any breach of security, including without limitation any loss, theft or unauthorized disclosure of the Login Information, you must immediately notify Swee and change the password on your Account;
  3. You are solely responsible for maintaining the confidentiality of the Login Information and you will be responsible for all uses of the Login Information, whether or not authorized by you;
  4. You are responsible for ensuring that all persons who access the Services through your Account are aware of these Terms and will comply with them; and
  5. You are responsible for anything that happens through your Account.
Subscriptions; Fee-Based Services.
1. Subscriptions. You may be required to pay subscription fees to access certain features and/or content within the Services (each a “Subscription”). Subscription fees, and any associated taxes, are payable in advance and may be made on a monthly or annual basis. Whether paying on a one-time or Subscription basis, you agree to pay such amounts, along with any other charges you incur in connection with your Swee account. Swee reserves the right to institute new fees at any time, to increase Subscription fees, and to adjust any associated taxes, upon reasonable advance notice.
2. Renewal. Your Subscriptions will continue indefinitely until terminated in accordance with this Agreement. Your Subscription will auto-renew on the first day following the end of the initial term of you Subscription or any subsequent Subscription period (each a “Renewal Commencement Date”). Such auto-renewed Subscription period will be for an additional equivalent period to the prior Subscription period, and will be charged at Swee’s then-current price for such Subscription. Unless you cancel your Subscription prior to the Renewal Commencement Date, you agree your Account will be subject to automatic renewal of such Subscription and to make all associated payment obligations. By subscribing, you authorize Swee, including any payment processors, to charge you for the initial, and any renewal Subscriptions. If you cancel your Subscription, you may use your Subscription until the end of your then-current Subscription term, but you will not be eligible for a prorated refund of any portion of the Subscription fee paid for the then-current Subscription period. If Swee does not receive payment from you or from a payment processor, (i) you agree to pay all amounts due on your Account upon demand, and/or (ii) you agree that Swee may either terminate your Account or Subscription, or else suspend your Subscription and continue to attempt to charge you or a payment processor on your behalf until payment is received. Upon receipt of payment, the Subscription under your Account will be activated and for purposes of automatic renewal and your new Subscription commitment period will begin.
3. Other Fee-Based Services. The Services may include the ability to make certain fee-based transactions, including, without limitation, the ability to purchase goods and services (“Fee-Based Services”). In such circumstances, a portion of your payment may be made to Swee (for example, a deposit), and a separate portion (or subsequent payment) may be made to a third-party merchant or service provider to complete the transaction. Your use of, access to, and purchase of Fee-Based Services may be subject to additional terms which will be presented to you at the time of purchase. Such additional terms may include terms and conditions between you and third-party merchants or service providers who provide the Fee-Based Services, as well as between you and Swee. All transactions for Fee-Based Services are non-refundable. However, Swee reserves the right to cancel any transaction in its sole discretion, in which case you will be given a full refund. The terms set forth in this section shall apply to all Fee-Based Services, and will supersede and replace any contrary terms found in such additional terms and conditions.
4. Taxes. All charges made in connection with the Services, including for Subscriptions and Fee-Based Services transactions, may include, without limitation, sales tax, use tax and any other applicable taxes. Such taxes may be based on certain factors, including, without limitation, the billing address and tax rates in effect at the time your transaction is completed. You agree to pay any taxes imposed on any Subscription or Fee-Based Services transactions through your Account within the Services, and that all applicable taxes may be added to the amount charged for the applicable transaction. Subscription and Fee-Based Services transactions No tax exemptions are available for transactions made in connection with the Services.
5. Third Party Payment Processors. We use Apple to process payments. Apple may receive personal information from you. You are bound by Apple’s subscription terms which can be found here: https://support.apple.com/en-us/118428.
6. Payment Disputes. If you have a complaint or dispute about a certain charge, or about a certain feature or product made available on or in connection with the Subscription and Fee-Based Services, you must promptly notify Swee customer service of such complaint or dispute by sending a detailed email to support@swee.ai
Suspension and Termination of Subscriptions, Account and Services.
1. FAILURE TO COMPLY. WITHOUT LIMITING ANY OTHER REMEDIES, WE MAY, WITH OR WITHOUT NOTICE TO YOU, LIMIT, SUSPEND, TERMINATE, MODIFY OR DELETE YOUR ACCOUNT OR YOUR ACCESS TO THE SERVICES OR PORTIONS THEREOF IF, IN OUR SOLE DISCRETION, YOU FAIL TO COMPLY WITH ANY OF THESE TERMS OR YOUR ACCOUNT IS USED FOR ACTUAL OR SUSPECTED ILLEGAL ACTIVITY OR IMPROPER USE OF THE SERVICES. SWEE SHALL BE UNDER NO OBLIGATION TO COMPENSATE YOU FOR ANY LOSSES OR ADVERSE RESULTS THAT ARE DUE TO THE SUSPENSION, TERMINATION, MODIFICATION, OR DELETION OF YOUR OR ANY ACCOUNT.
2. IP INFRINGEMENT. WITHOUT LIMITING ANY OTHER REMEDIES, WE MAY LIMIT, SUSPEND OR TERMINATE THE SERVICES AND ACCOUNTS OR PORTIONS THEREOF, PROHIBIT ACCESS TO OUR WEBSITE, APPLICATIONS AND SERVICES, DELAY OR REMOVE ANY CUSTOMER DATA AND TAKE TECHNICAL AND LEGAL STEPS TO PREVENT YOU FROM ACCESSING THE SERVICES IF WE BELIEVE THAT YOU ARE CREATING RISK OR POSSIBLE LEGAL LIABILITIES, INFRINGING THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES OR ACTING INCONSISTENTLY WITH THE LETTER OR SPIRIT OF OUR TERMS OR POLICIES.
3. REPEAT INFRINGERS. IN APPROPRIATE CIRCUMSTANCES IT IS OUR POLICY TO SUSPEND OR TERMINATE ACCOUNTS OF USERS WHO ARE REPEAT INFRINGERS OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS.
4. Right to Cease Services. Swee reserves the right to stop offering and/or supporting the Services or part of the Services at any time, at which point the license granted hereunder to you to use the Services or a part thereof will automatically terminate. Swee shall not be required to provide refunds, benefits or other compensation to Users in connection with such cessation of the Services or any part thereof.
5. Termination of Account. Termination of your Account can include disabling your access to the Services or any part thereof, including disabling access to any content, including Customer Data, that you or Other Users submitted. You agree that if your Account is terminated, Swee will not be obligated to preserve, provide you access to, or provide copies of any content, including Customer Data, submitted to the Services relating to your Account, whether by you or an Other User. We reserve the right to suspend or delete Accounts in our discretion and for any reason, including for inactivity. If Swee terminates your Account, or otherwise terminates your use of or registration to the Services, because you have breached this Agreement, you shall not be entitled to a refund of any unused portion of any fees, payments or other consideration.
6. Cancellation of Account. You may cancel your Account at any time by emailing support@swee.ai, discontinuing use of the Services and deleting or uninstalling any Applications from Devices in your possession or control.
Intellectual Property Ownership.
1. Swee IP. You acknowledge that, as between You and Swee, Swee owns all right, title, and interest, including all intellectual property rights, in and to the Services, Applications, Website, Documentation, and the Swee IP, including, without limitation, all modifications, improvements, upgrades, derivative works, and feedback related thereto and all intellectual property rights therein. You acknowledge that the rights granted under these Terms do not provide You with title to or ownership of the Services, Applications, Website, or Documentation, but only a right to use the Services, Applications, Website, or Documentation subject to and under these Terms. Upon termination or expiration of the applicable order under which You are authorized to use the Services, You shall cease using the Services, Applications, and Documentation and delete all Swee IP and Swee-owned content. All rights not expressly granted to you hereunder are reserved by Swee.
2. Customer Data. Swee acknowledges that, as between You and Swee, You own all right, title, and interest, including all intellectual property rights, in and to the Customer Data. You hereby grants Swee a non-exclusive, royalty-free, worldwide license to reproduce, distribute, and otherwise use and display the Customer Data and perform all acts with respect to the Customer Data as may be necessary for Swee to provide the Applications, Website and Services, and a non-exclusive, perpetual, irrevocable, royalty-free, worldwide license to reproduce, distribute, modify, adapt, and otherwise use and display Customer Data incorporated within the Developed Data. You represent and warrant that You possesses suﬃcient rights in and to the Customer Data, and that You have obtained all the required consents and licenses from rights holders, users and data owners, as may be necessary, to permit the use contemplated under these Terms.
3. Developed Data. Notwithstanding anything to the contrary in these Terms, Swee may monitor Your use of the Services, Applications and Website and collect and compile Developed Data, including from Customer Data. As between Swee and You, all right, title, and interest in Developed Data, and all intellectual property rights therein, belong to and are retained solely by Swee. You acknowledge and agree that Swee may compile and create Developed Data based on Customer Data input into the Services, Applications or Website and that Swee may (i) make Developed Data publicly available, and (ii) use Developed Data for any purpose and in any manner permitted under applicable law.
4. Algorithm Training. Notwithstanding anything to the contrary herein, You authorize and agree that Developed Data and Customer Data may be used to develop, train, or enhance artificial intelligence or machine learning models that are part of Swee’s Applications and Services, including third-party components of the Applications and Services. The parties agree that all such artificial intelligence and/or machine learning models are Developed Data for all purposes herein. Nothing in this section will reduce or limit Swee’s obligations regarding personally identifying information that may be contained in Customer Data. Due to the nature of artificial intelligence and machine learning, information generated by these features may be incorrect or inaccurate. Application and Service features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.
5. Feedback. If You send or transmit any communications or materials to Swee by mail, email, telephone, or otherwise, suggesting or recommending changes to the Applications, Website or Services, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), Swee is free to use such Feedback irrespective of any other obligation or limitation. You hereby assign Swee all right, title, and interest in, and Swee is free to use, without any attribution or compensation to any party, any ideas, know-how, concepts, techniques, or other intellectual property rights contained in the Feedback, for any purpose whatsoever, although Swee is not required to use any Feedback.
6. Copyright Infringement. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. In appropriate circumstances and at Swee’s discretion, Swee may terminate Your Account if You become a repeat copyright infringer. If you believe in good faith that any content made available in connection with the Services infringes your copyright, you (or your agent) may send us a notice requesting that the content be removed, or access to it blocked. Notices and counter notices must meet the then-current statutory requirements imposed by the DMCA (see http://www.copyright.gov for details). Currently, an effective notice must contain the following: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works at that site; (iii) identification of the claimed infringing material or subject of infringing activity that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your address, telephone number, and, if available, your email address; (v) a statement that you have a good faith belief that use of the copyrighted material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Notices and counter notices with respect to the Services should be sent to Swee Technologies, Inc., 743 E 4th St., Suite 205, Boston, MA 02127, or via email at support@swee.ai.
Links to Other Websites.
1. Our Services may contain links to third-party web sites or services that are not owned or controlled by Swee.
2. Swee has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Swee shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services. We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.
Term and Termination.
1. These Terms begin on the date You begin access the Applications, Services or Website and, unless terminated earlier pursuant to these Terms, will continue in effect until such time as you terminate all future use of the Applications, Services, and Website and provide written notice to Swee of such termination. Swee may terminate or suspend Your and Your User’s access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You or any User breaches these Terms of Service. If you cancel any Subscription, you may use your Subscription until the end of your then-current Subscription term, but you will not be eligible for a prorated refund of any portion of the Subscription fee paid for the then-current Subscription period. If your Subscription is terminated or expired, your Account may remain active and you may retain use and access to the non-Subscription-based features and functions of the Services. In such event, you may renew your Subscriptions under your Account without opening a new Account.
2. Upon termination, Your right to use the Website, Applications and Services will cease immediately.
3. Effect of Expiration or Termination. Upon expiration or earlier termination of these Terms with respect to You, You shall immediately discontinue use of the Website, Applications and Services. No expiration or termination will affect Your obligation to pay all fees that may have become due before such expiration or termination or entitle You to any refund.
4. Survival. This subsection (Survival) and the following sections survive any termination or expiration of these Terms with respect to You: Section 1 (Interpretation and Definitions), Section 3(b)(Personal Responsibility), Section 4 (Account Limitations and Prohibitions), Section 6 (Subscriptions; Fee-Based Services), Section 7 (Suspension and Termination of Subscriptions, Account and Services), Section 8 (Intellectual Property Ownership), Section 10 (Term and Termination), Section 11 (Indemnification), Section 12 (Limitation of Liability), Section 13 (Disclaimer of Warranties), Section 14 (Miscellaneous). No other provisions of these Terms survive the expiration or earlier termination of these Terms with respect to You.
Indemnification.
1. Customer Indemnification. You shall indemnify, hold harmless, and, at Swee’s option, defend Swee from and against any and all losses, damages, liabilities, costs (including reasonable attorneys’ fees) (“Losses”) resulting from any third-party claim, suit, action, or proceeding (“Third-Party Claim”) relating to (1) Customer Data, or any use of the Customer Data in accordance with these Terms; (ii) use of the Website, Applications or Services in a manner not authorized by these Terms; (iii) use of the Website, Applications or Services in combination with data, software, hardware, equipment, or technology not provided by Swee or authorized by Swee in writing; or (iv) modifications to the Website, Applications or Services not made by Swee.
Limitation of Liability.
1. IN NO EVENT WILL SWEE BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (A) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (B) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (C) LOSS OF GOODWILL OR REPUTATION; (D) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (E) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER SWEE WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.
2. IN NO EVENT WILL SWEE'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, EXCEED THE LESSER OF (I) THE TOTAL AMOUNTS PAID BY YOU TO SWEE UNDER THIS AGREEMENT IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (II) $100 USD.
3. THE FOREGOING LIMITATIONS WILL NOT APPLY TO THE EXTENT APPLICABLE STATE LAW PROHIBITS THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
Disclaimer of Warranties.
1. THE SERVICES, APPLICATIONS AND WEBSITE ARE PROVIDED TO YOU "AS IS" AND "AS AVAILABLE" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, SWEE, ON ITS OWN BEHALF AND ON BEHALF OF ITS LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, SWEE PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE SERVICES, SWEE IP, OR ANY PRODUCTS OR RESULTS THEREOF WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED. FURTHER, SWEE DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT PRODUCT DESCRIPTIONS OR OTHER CONTENT AND PRODUCTS WILL BE AVAILABLE, ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, THAT DESCRIPTIONS AND IMAGES OF, AND REFERENCES TO, PRODUCTS OR SERVICES ON OR IN CONNECTION WITH THE SUBSCRIPTION AND FEE-BASED SERVICES DO NOT IMPLY SWEE’S OR ANY OF ITS AFFILIATES’ ENDORSEMENT OF SUCH PRODUCTS OR SERVICES.
2. WITHOUT LIMITING THE FOREGOING, NEITHER SWEE NOR ANY OF SWEE'S SERVICE PROVIDERS MAKES ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED: (I) AS TO THE OPERATION OR AVAILABILITY OF THE SERVICES, OR THE INFORMATION, CONTENT, AND MATERIALS OR PRODUCTS INCLUDED THEREON; (II) THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE; (III) AS TO THE ACCURACY, RELIABILITY, OR CURRENCY OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SERVICES; OR (IV) THAT THE SERVICES, ITS SERVERS, THE CONTENT, OR EMAILS SENT FROM OR ON BEHALF OF SWEE ARE FREE OF VIRUSES, SCRIPTS, TROJAN HORSES, WORMS, MALWARE, TIMEBOMBS OR OTHER HARMFUL COMPONENTS. MOREOVER, SWEE AND ITS SERVICE PROVIDERS RESERVE THE RIGHT, WITH OR WITHOUT PRIOR NOTICE, FOR ANY OR NO REASON, TO (I) CHANGE PRODUCT DESCRIPTIONS, IMAGES, AND REFERENCES, (II) TO LIMIT THE QUANTITY OR AVAILABILITY OF ANY PRODUCT, SERVICE OR SUBSCRIPTION, (III) TO HONOR, OR IMPOSE CONDITIONS ON THE HONORING OF, ANY COUPON, COUPON CODE, PROMOTIONAL CODE OR OTHER SIMILAR PROMOTIONS, (IV) TO BAR ANY USER OR ACCOUNT FROM CONDUCTING ANY OR ALL TRANSACTION(S), AND/OR (V) TO REFUSE TO PROVIDE ANY USER OR ACCOUNT WITH ANY PRODUCT, SERVICE OR SUBSCRIPTION.
3. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN TYPES OF WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. BUT IN SUCH A CASE THE EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS SECTION SHALL BE APPLIED TO THE GREATEST EXTENT ENFORCEABLE UNDER APPLICABLE LAW.
Miscellaneous.
1. Entire Agreement.
  1. These Terms, together with any other documents incorporated herein by reference, constitutes the sole and entire agreement of the parties with respect to the subject matter of these Terms and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.
2. Governing Law; Submission to Jurisdiction.
  1. These Terms are governed by and construed in accordance with the internal laws of the State of Massachusetts without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Massachusetts. Except where the parties have separately agreed to dispute resolution procedures, any legal suit, action, or proceeding arising out of or related to these Terms or the licenses granted hereunder will/ be instituted exclusively in the federal courts of the United States or the courts of the State of Massachusetts in each case located in Boston, Massachusetts, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
3. For European Union (EU) Users.
  1. If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident in.
4. Severability and Waiver.
  1. Severability. If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties shall negotiate in good faith to modify this Agreement so as to effect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
  2. No Waiver. Except as provided herein, the failure either party to exercise a right or to require performance of an obligation under these Terms shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall the waiver of a breach constitute a waiver of any subsequent breach.
5. Assignment. You may not assign any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Swee. Any purported assignment or delegation in violation of this section will be null and void. No assignment or delegation will relieve the assigning or delegating party of any of its obligations hereunder. These Terms are binding upon and inures to the benefit of the parties and their respective permitted successors and assigns.
6. Equitable Relief. Each Party acknowledges and agrees that a breach or threatened breach by such party of any of its obligations under the section titled Intellectual Property Ownership (Section 7) or, in the case of You or any User, Sections 3 (Use of the Services) and 4 (Account Limitations and Prohibitions), would cause the other party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other party will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.
7. Translation Interpretation. These Terms of Service may have been translated. You agree that the original English text shall prevail in the case of a dispute.
8. Changes to These Terms of Service. Swee reserves the right, at its sole discretion, to modify or replace these Terms at any time. If a revision is material, Swee will make reasonable efforts to provide at least thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at Swee’s sole discretion. By continuing to access or use the Services after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, you must stop using the Applications and Services.

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