General Terms and Conditions
Witty Works AG
Version 1.0, March 2022
1 Scope
These General Terms and Conditions ("GTC") apply to the usage of the AI-based writing assistant available on www.witty.works and any affiliated sites, digital services, browser plugins or applications on which a link to these GTC appears and the underlying software (together the "Services") operated by Witty Works AG, Rotwandstrasse 63, 8004 Zürich, Switzerland ("Witty"). By registering on the Services, you ("User") accept these GTC.
If User does not agree to these GTC, User shall not visit, use, or access the Services. These GTC incorporate by reference Witty's privacy policy ("Privacy Policy") which can be found here.
2 Users
2.1 Individual Users
The Services may be accessed by a private, individual user. If User is an individual user, these GTC are between the individual user and Witty.
2.2 Premium Users
If Users are employees, faculty members or students of a university, school or other entity or organization that has subscribed to the Services (“Premium Subscriber”), Users are Premium users (“Premium User”) of their Premium Subscriber.
Premium Users represent that they have their Premium Subscriber’s permission and authority to use the Services.
These GTC are an agreement between Premium User, and Witty. Premium User and Premium Subscriber are jointly responsible for Premium User's use of the Services.
If Premium User is agreeing to these GTC on behalf of a Premium Subscriber, Premium User represents that Premium User has the authority to bind the Premium Subscriber to these GTC. If Premium User does not have such authority, Premium User must not accept these GTC and may not use the Services.
3 Subscription and Security
By completing the registration process for any given Services, User subscribes to the selected Services (“Subscription”), subject to these GTC. User provides Witty with accurate and complete registration information and promptly notifies Witty in the event of any changes to any such information.
User is solely responsible for the security and proper use of all User IDs, passwords or other security devices used in connection with the Services, and takes all reasonable steps to ensure that they are kept confidential and secure, are used properly and are not disclosed to or used by any other person or entity.
User immediately informs Witty if there is any reason to believe that a User ID, password or any other security device issued by Witty has or is likely to become known to someone not authorized to use it, or is being or is likely to be used in an unauthorized way.
Witty may request at its sole discretion that Users change their passwords in connection with the Services, and Users shall promptly comply with any such request.
User is solely responsible for all activity in connection with access to the Services through User's account or using User's password, and for the security of User's computer systems, and in no event is Witty liable for any loss or damages relating to such activity.
User shall not circumvent or attempt to circumvent any security protection of the Services and shall not use the Services in ways which are or intend to be unlawful or fraudulent.
User acknowledges that failure to comply with User's duty of cooperation may result in malfunction of the Services and does not entitle to a refund or a termination right.
4 Obligations of the Premium Subscriber
Premium Subscribers ensure that the total number of Premium Users does not exceed the maximum number of seats authorized by and purchased from Witty. Premium Users may not transfer their seat, username or right to use the Services to any third party.
Premium Subscriber and Premium User are jointly responsible for Premium Users’ use of the Services. Premium Subscriber is also responsible for ensuring that all of Premium Users comply with these GTC. Any violation of these GTC by Premium User shall be deemed to be a violation thereof by Premium Subscriber.
Premium Subscriber grants Witty the right to name Premium Subscriber publicly as a reference and to use general information about the agreed contract in an appropriate manner for marketing and sales purposes.
5 Intellectual Property
All Witty Services, trademarks, trade names, logos, domain names and any other features of Witty's brand are the sole property of Witty.
Subject to User's compliance with these GTC and payment of all applicable fees (the "Fees"), Witty grants User a revocable, non-exclusive, non-transferable, non-sublicensable right to use the Services during the Term for User's own personal purposes and internal business purposes.
The Services are subject to usage in good faith. The User may not use any automated processes to exploit the Services.
For an extra Fee, Witty may offer additional Services ("Add-ons"). Those Add-ons are an extra to the Services and may require or enable integration with third-party software. Should access rights be required for the use of such an Add-on, User grants all the necessary access rights when ordering the Add-on.
Unless explicitly mentioned under the current Service description on the Services, User may not make the Services available to or use the Services on behalf of, any third parties without Witty's prior written consent.
User remains the owner of all intellectual property rights to information given to Witty.
6 Fees and Payment
Witty provides numerous Subscription plans. If not agreed otherwise, the pricing plans according to www.witty.works/pricing are applicable. Certain Subscription plans are provided free of charge, while other Subscription plans require payment. The Fees are non-refundable.
Witty may also at its own discretion offer special promotional plans, trials, memberships, or services, including offerings of third-party products and services. Witty is not responsible for the products and services provided by such third parties.
All Fees quoted, unless expressly stated otherwise, are exclusive of any sales, value-added or similar taxes. Any right to set off, retain, deduct, counterclaim and withhold any payments due under these GTC vis-à-vis Witty is hereby expressly waived and excluded.
Unless indicated otherwise, the Fees are invoiced on a yearly basis in advance according to the applicable pricing plan or paid through another method as set out on the site. For Users added to the plan during the term, the Fees agreed upon in the Subscription plan are applicable.
7 Warranties, liability And Indemnification
The Services, together with all content, data, recommendations, information and materials contained herein, are provided 'as is' and 'as available', without warranties or representations of any kind.
Witty, its licensors and its suppliers do not warrant that the operation of the Services will meet User's requirements or will be uninterrupted or error-free. Witty will update the Services to new versions at its own discretion.
The use of the Services is at User's sole risk.
The limitations in this Section do not apply to losses or damages caused by wilful misconduct or gross negligence or to the extent prohibited by applicable law or to bodily harm or damage to physical property.
For direct damages, Witty's liability is limited to the amount of the Fees paid for the provision of the Services in the 12 months prior to the occurrence of the damaging event.
User may not make a claim or bring proceedings relating to the Services or otherwise under these GTC against any of Witty's auxiliaries, members, shareholders, directors, officers, partners, principals or employees. Claims may be made or proceedings brought only against Witty.
Neither party is liable for breach of these GTC (other than payment obligations) caused by circumstances beyond its reasonable control (force majeure).
User will defend, indemnify and hold Witty harmless against any and all claims, liability, loss, costs, penalties, and damages, including reasonable attorney fees, arising out of User's breach of any User obligations.
8 Term, termination and suspension
These GTC are effective until User cancels its Subscription or until terminated by Witty. Users may cancel their Subscription at any time, although only an authorized representative of an Premium Subscriber may cancel the Premium Subscriber’s account.
To ensure uninterrupted provision of the Services, all Subscriptions to the Services are renewed automatically. User authorizes Witty to charge Subscription Fees for the renewal period to the payment method on file. All Subscriptions are renewed at the pricing plans and Fees in effect at the time the then-current Subscription term ends.
If User cancels after the Subscription renewal date, User will not receive a refund for any amounts that have been charged. The cancellation will be effective at the end of User's then-current Subscription period, subject to applicable law, and User may use the Services until the cancellation is effective.
Either party may terminate for cause at any time in case of material breach of these GTC by the other party.
Witty may suspend any or all access to the Services or the User's account based upon Witty's reasonable determination of the occurrence or potential for occurrence of illegal or wrongful activity, fraudulent use or attempted fraudulent activity by User. In case of a suspension, User remains liable for all charges and fees incurred during the suspension period.
9 Confidentiality & data protection
Witty takes all reasonable steps to keep all confidential information of User strictly confidential and only uses and discloses confidential information of User as instructed or as necessary to operate the Services.
Users represent and warrant that they are entitled to, and have given all required notices, to provide the information uploaded to the Services.
Witty will process any personal data provided by User as necessary for the purposes of User and in line with its Privacy Policy.
10 Miscellaneous
Severability: If any provision of these GTC (in whole or part) is held to be illegal, invalid or otherwise unenforceable, the other provisions will remain mutatis mutandis in full force and effect.
Amendments: Witty reserves the right to change these GTC at any time, and Customers are expected to review the GTC regularly. For material changes, such as pricing changes, Witty will inform Users reasonably in advance. All amendments to these GTC must be made in writing and only supersede the GTC if they explicitly reference the respective clauses.
Entire agreement: These GTC constitute the entire agreement, and supersedes all prior agreements, between the parties relating to the subject matter hereof. Notwithstanding, certain parts of the Services may contain additional terms. In case of a conflict between these GTC and any such additional terms, the additional terms shall prevail.
No assignment: Neither Party may assign any of its rights, obligations or claims under the Agreement.
Jurisdiction & governing law: The parties agree that all legal relationships arising from this contractual relationship shall be governed by material Swiss law under exclusion of the conflict of law provisions and the UN Convention on Contracts for the International Sale of Goods (CISG). The ordinary courts of Zurich, Switzerland, shall have exclusive jurisdiction arising in connection with the fulfilment of this contractual relationship.
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Contact
If Users have any questions in relation to thisGTC, please send a mail to support@witty.works.
For immediate help in a serious case of urgency, please call us at: +41 44 291 00 22.