WWS Memberships, LLC, through its affiliates doing business as Woodie’s Wash Shack locations (collectively, “WWS,” “we,” “us,” or “our”), operates the website located at https://www.woodieswash.com (the “Site”) and the Woodie’s Wash Shack mobile application (the “App,” and together with the Site, the “Platform”). These Website and Mobile Application Terms of Use (these “Terms”) govern your access to and use of the Platform.

PLEASE READ THESE TERMS CAREFULLY. BY ACCESSING OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS AND BY OUR PRIVACY NOTICE, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS OR USE THE PLATFORM.

THESE TERMS CONTAIN AN ARBITRATION AGREEMENT, A CLASS ACTION WAIVER, AND A JURY TRIAL WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION AS DESCRIBED IN SECTION 14, AND YOU WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE IN A CLASS ACTION, EXCEPT FOR MATTERS THAT MAY BE BROUGHT IN SMALL CLAIMS COURT.

RELATIONSHIP TO MEMBERSHIP TERMS AND CONDITIONS

If you purchase or hold a membership in the Woodie’s Endless Wash Club™ (the “EWC”), your membership and your use of the car wash services are separately governed by the Woodie’s Endless Wash Club Membership Terms and Conditions (the “Membership Terms”), available at https://www.woodieswash.com/termsconditions, which are incorporated into these Terms by reference. These Terms govern your access to and use of the Platform. In the event of a direct conflict between these Terms and the Membership Terms with respect to your EWC membership or the car wash services, the Membership Terms control; for all matters relating to the Platform, these Terms control.

1. ELIGIBILITY

The Platform is intended for users who are eighteen (18) years of age or older. By accessing or using the Platform, you represent and warrant that you are at least eighteen (18) years old, or that you are using the Platform under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you register an account or submit information on behalf of another person, you represent and warrant that you have that person’s authorization to do so.

2. ACCOUNTS AND REGISTRATION

Certain features of the Platform, including the App, may require you to create an account or log in. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to provide accurate, current, and complete information and to keep it updated. You agree to notify WWS immediately of any unauthorized use of your account or any other breach of security. WWS will not be liable for any loss or damage arising from your failure to safeguard your credentials. EWC membership accounts are additionally governed by the Membership Terms.

3. LICENSE TO USE THE PLATFORM

Subject to your compliance with these Terms, WWS grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the Platform for your personal, non-commercial purposes. This license does not include any right to: (a) resell or make any commercial use of the Platform or its contents; (b) collect or use any product listings, descriptions, or pricing for competitive purposes; (c) use any data mining, robots, scrapers, or similar data gathering and extraction tools; or (d) frame or use framing techniques to enclose any trademark, logo, or other proprietary information of WWS. All rights not expressly granted to you are reserved by WWS and its licensors.

4. INTELLECTUAL PROPERTY

The Platform and all content, features, and functionality on it — including text, graphics, logos, icons, images, audio, video, software, and the design, selection, and arrangement thereof (collectively, the “Content”) — are owned by WWS, its affiliates, or its licensors and are protected by United States and international copyright, trademark, and other intellectual property laws.

“Woodie’s Wash Shack,” “Woodie’s,” “Endless Wash Club,” the associated surfboard and wave logos, and related names, marks, and slogans are trademarks of WWS or its affiliates. You may not use these marks without the prior written permission of WWS. Other names, logos, and marks appearing on the Platform, including those of partners, are the property of their respective owners.

Except as expressly permitted by these Terms, you may not copy, reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any Content without WWS’s prior written consent.

5. ACCEPTABLE USE

You agree not to use the Platform to:

• violate any applicable law, rule, or regulation;
• infringe the intellectual property, privacy, or other rights of WWS or any third party;
• upload, transmit, or distribute any virus, malware, or other harmful code;
• attempt to gain unauthorized access to the Platform, other users’ accounts, or any systems or networks connected to the Platform;
• interfere with or disrupt the operation of the Platform or the servers or networks used to make it available;
• use any robot, spider, scraper, or other automated means to access or copy the Platform without WWS’s express written permission;
• collect or harvest personal information about other users;
• impersonate any person or entity or misrepresent your affiliation with any person or entity;
• post or transmit any content that is unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable; or
• use the Platform in any manner that could disable, overburden, damage, or impair it, or interfere with any other party’s use of the Platform.

WWS reserves the right to investigate and take appropriate action against anyone who, in WWS’s sole discretion, violates this Section, including removing content, suspending or terminating accounts or access, and reporting activity to law enforcement.

6. USER CONTENT AND FEEDBACK

The Platform may allow you to submit reviews, comments, photographs, ratings, or other materials (collectively, “User Content”). You retain ownership of your User Content. However, by submitting User Content, you grant WWS a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, transferable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, distribute, and display such User Content in any media and for any purpose, including the operation, promotion, and improvement of the Platform and WWS’s business.

You represent and warrant that you own or have the necessary rights to your User Content and that your User Content does not violate these Terms or the rights of any third party. WWS is not obligated to monitor User Content, does not endorse any User Content, and may remove or refuse to display any User Content at its sole discretion.

Any comments, ideas, or suggestions you provide regarding the Platform (“Feedback”) are governed by the Feedback provisions of the Membership Terms and may be used by WWS worldwide and in perpetuity without restriction, acknowledgement, or compensation to you.

7. THIRD-PARTY LINKS, SERVICES, AND CONTENT

The Platform may contain links to third-party websites, services, applications, advertisements, and content, including those of partners, payment processors, social media platforms, and mobile application stores. These links and references are provided for your convenience only. WWS does not control and is not responsible for the content, products, services, privacy practices, or availability of any third-party website or service. Your access to and use of any third-party website or service is at your own risk and is subject to that third party’s terms and policies.

8. MOBILE APPLICATION

Subject to these Terms, WWS grants you a limited, non-exclusive, non-transferable, revocable license to download and use the App on a device that you own or control, solely for your personal, non-commercial use. You may not modify, reverse engineer, decompile, or disassemble the App, except to the extent that such restriction is prohibited by applicable law.

The App is made available through third-party application stores, including the Apple App Store and Google Play (each, an “App Provider”). Your use of the App is also subject to the applicable App Provider’s terms of service. You acknowledge that these Terms are between you and WWS only, and not with any App Provider, and that each App Provider is not responsible for the App or its content. To the extent you obtain the App from the Apple App Store, Apple Inc. and its subsidiaries are third-party beneficiaries of these Terms and may enforce these Terms against you. You represent that you are not located in a country subject to a U.S. Government embargo and that you are not listed on any U.S. Government restricted-party list. WWS may issue updates to the App from time to time and may require you to install such updates in order to continue using the App.

9. PRIVACY

Your use of the Platform is subject to our Privacy Notice, available at https://www.woodieswash.com/privacy, which describes how we collect, use, and share information about you. By accessing or using the Platform, you consent to the practices described in the Privacy Notice, which is incorporated into these Terms by reference.

10. DISCLAIMER OF WARRANTIES

THE PLATFORM AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WWS DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY CONTENT IS ACCURATE, COMPLETE, RELIABLE, OR CURRENT.

11. LIMITATION OF LIABILITY

TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, IN NO EVENT SHALL WWS OR ITS AFFILIATES OR SUBSIDIARIES OR ANY OF THEIR SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS (COLLECTIVELY, THE “WWS PARTIES”) BE LIABLE, JOINTLY OR SEVERALLY, TO YOU FOR ANY PERSONAL INJURY OR ANY SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, INDIRECT, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF THE PLATFORM, WHETHER OR NOT THE DAMAGES WERE FORESEEABLE AND WHETHER OR NOT THE WWS PARTIES WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN ADDITION, THE WWS PARTIES’ AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS, WHETHER UNDER CONTRACT, TORT, STATUTE, OR OTHERWISE, SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100.00).

YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE PLATFORM IS TO STOP ACCESSING AND USING IT. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THIS SECTION SHALL SURVIVE TERMINATION OF THESE TERMS.

12. JURISDICTIONAL LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN SECTIONS 10 AND 11 MAY NOT APPLY TO YOU.

13. INDEMNIFICATION

YOU HEREBY AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE WWS PARTIES FROM AND AGAINST ALL LOSSES, CLAIMS, LIABILITIES, DEMANDS, COMPLAINTS, ACTIONS, DAMAGES, JUDGMENTS, SETTLEMENTS, FINES, PENALTIES, EXPENSES, AND COSTS, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS’ FEES, THAT ARISE OUT OF OR IN CONNECTION WITH: (A) YOUR ACCESS TO OR USE OR MISUSE OF THE PLATFORM; (B) YOUR USER CONTENT; OR (C) YOUR BREACH OF THESE TERMS. WWS RESERVES, AND YOU GRANT TO WWS, THE EXCLUSIVE RIGHT TO ASSUME THE DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU.

14. ARBITRATION AGREEMENT, WAIVER OF TRIAL BY JURY, AND WAIVER OF CLASS ACTION

14.1 Applicability of Arbitration Agreement

ANY DISPUTE, CLAIM, OR CONTROVERSY OF ANY NATURE ARISING OUT OF OR RELATING IN ANY WAY TO THE PLATFORM, THESE TERMS, OR THIS ARBITRATION AGREEMENT, INCLUDING WITHOUT LIMITATION THE INTERPRETATION, VALIDITY, SCOPE, OR APPLICABILITY OF THESE TERMS OR THIS ARBITRATION AGREEMENT (COLLECTIVELY, A “DISPUTE”), WHICH CANNOT BE RESOLVED INFORMALLY, SHALL BE RESOLVED BY BINDING ARBITRATION ON AN INDIVIDUAL, AND NOT A CLASS OR REPRESENTATIVE, BASIS UNDER THE TERMS SET FORTH BELOW. THIS ARBITRATION AGREEMENT APPLIES TO YOU AND WWS AND TO ANY OF WWS’S SUBSIDIARIES, AFFILIATES, AGENTS, EMPLOYEES, PREDECESSORS IN INTEREST, SUCCESSORS IN INTEREST, AND ASSIGNS.

14.2 Disputes Excluded from Arbitration

DISPUTES WHERE THE AMOUNT IN CONTROVERSY IS LESS THAN $10,000.00 AND PLED BY YOU OR WWS IN A SMALL CLAIMS COURT ARE NOT SUBJECT TO ARBITRATION, SO LONG AS THE DISPUTES REMAIN IN SUCH COURT AND ADVANCE ONLY AN INDIVIDUAL, NON-CLASS, NON-REPRESENTATIVE CLAIM FOR RELIEF. IN THE EVENT OF ANY ACTUAL, ALLEGED, OR THREATENED VIOLATION OF CONFIDENTIALITY OR VIOLATION OF WWS’S OR ITS LICENSOR’S INTELLECTUAL PROPERTY OR OTHER PROPRIETARY RIGHTS, WWS MAY IMMEDIATELY RESORT TO COURT PROCEEDINGS IN A COURT OF COMPETENT JURISDICTION IN ORDER TO SEEK IMMEDIATE INJUNCTIVE RELIEF WITHOUT POSTING OF A BOND, PROOF OF DAMAGES, OR OTHER SIMILAR REQUIREMENT.

14.3 Confidential Proceedings

THE PARTIES EXPRESSLY AGREE THAT ANY AND ALL ACTIONS TAKEN UNDER THIS ARBITRATION AGREEMENT, INCLUDING BUT NOT LIMITED TO ALL FILINGS, ORDERS, JUDGMENTS, AND AWARDS MADE IN ANY ARBITRATION PROCEEDING, ARE CONFIDENTIAL AND MAY NOT BE DISCLOSED TO ANY THIRD PARTY, EXCEPT AS OTHERWISE MAY BE REQUIRED BY LAW.

14.4 Arbitrator

THE ARBITRATION PROCEEDING WILL BE ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (“AAA”) UNDER THE AAA’S COMMERCIAL ARBITRATION RULES (THE “AAA RULES”) BEFORE A SINGLE ARBITRATOR SELECTED PURSUANT TO THE AAA RULES. THE DECISION OF THE ARBITRATOR WILL BE FINAL AND BINDING. ANY FINAL AWARD OR JUDGMENT MAY BE PLED AND ENFORCED IN ANY COURT OF COMPETENT JURISDICTION. THE PARTIES SHALL SHARE EQUALLY IN THE COSTS ASSESSED FOR THE ARBITRATION, AND EACH PARTY SHALL BEAR ITS OWN ATTORNEYS’ FEES AND COSTS. ANY ARBITRATION PROCEEDING MAY NOT BE CONSOLIDATED OR JOINED WITH ANY OTHER PROCEEDING AND WILL NOT PROCEED AS A CLASS ACTION.

14.5 Place and Governing Law

THE PLACE OF ARBITRATION SHALL BE IN HILLSBOROUGH COUNTY, FLORIDA, UNLESS OTHERWISE AGREED TO IN WRITING BY ALL PARTIES TO THE ARBITRATION. THE PARTIES ACKNOWLEDGE THAT THIS ARBITRATION AGREEMENT EVIDENCES A TRANSACTION INVOLVING INTERSTATE COMMERCE, AND THE FEDERAL ARBITRATION ACT, 9 U.S.C. § 1, ET SEQ., AS MAY BE AMENDED FROM TIME TO TIME, SHALL GOVERN THE INTERPRETATION, ENFORCEMENT, AND PROCEEDINGS PURSUANT TO THIS ARBITRATION AGREEMENT. TO THE EXTENT STATE LAW IS APPLICABLE, THE LAWS OF THE STATE OF FLORIDA SHALL APPLY WITHOUT REGARD TO ITS CONFLICT OF LAW PROVISIONS.

14.6 Survival and Severability

THIS ARBITRATION AGREEMENT WILL SURVIVE THE TERMINATION OF THESE TERMS. EXCEPT AS SET FORTH IN SECTION 14.8 BELOW, IF ANY PORTION OF THIS ARBITRATION AGREEMENT IS DEEMED INVALID OR UNENFORCEABLE THROUGH A FINAL JUDICIAL DETERMINATION, THE ENTIRE ARBITRATION AGREEMENT SHALL BE NULL AND VOID. NO PORTION OF THIS ARBITRATION AGREEMENT MAY BE AMENDED, SEVERED, OR WAIVED ABSENT A WRITTEN AGREEMENT BETWEEN YOU AND WWS.

14.7 Time Limitation on Claims

THE PARTIES AGREE THAT THEY MUST INITIATE ARBITRATION WITHIN ONE (1) YEAR AFTER ANY DISPUTE AROSE; OTHERWISE, THE DISPUTE IS PERMANENTLY BARRED.

14.8 Class Action Waiver

YOU AND WWS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. FURTHER, UNLESS BOTH YOU AND WWS AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE ONE OR MORE PERSON’S CLAIMS WITH YOUR CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF REPRESENTATIVE OR CLASS PROCEEDING. IF THERE IS A FINAL JUDICIAL DETERMINATION THAT APPLICABLE LAW PRECLUDES ENFORCEMENT OF THIS SECTION’S LIMITATIONS AS TO A PARTICULAR CLAIM FOR RELIEF, THEN THAT CLAIM, AND ONLY THAT CLAIM, MUST BE SEVERED FROM THE ARBITRATION AND MAY BE BROUGHT IN COURT.

15. GOVERNING LAW

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions. These Terms will not limit any consumer protection rights that you may be entitled to under the mandatory laws of your state of residence. Subject to the arbitration provisions in Section 14, you agree that any judicial proceeding will be brought in the state or federal courts located in Hillsborough County, Florida.

16. SUSPENSION AND TERMINATION

To the maximum extent permitted by applicable law, WWS may, for any reason and in its sole discretion, restrict, suspend, or terminate your access to all or any part of the Platform at any time, with or without notice and without liability. Any provisions of these Terms that by their nature should survive termination — including provisions regarding intellectual property, User Content licenses, disclaimers, limitation of liability, indemnification, and dispute resolution — will survive.

17. CHANGES TO THESE TERMS

WWS may, from time to time, change, modify, or otherwise revise these Terms. Such revisions shall be effective immediately upon posting on the Platform, unless otherwise stated. Your continued access to or use of the Platform after any revision constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically. The “Last Updated” date at the top of these Terms indicates when they were most recently revised.

18. MISCELLANEOUS

WWS may assign its rights and delegate its duties under these Terms at any time to any party without notice to you. You may not assign your rights or delegate your duties under these Terms without the prior written consent of WWS, and any attempted or purported assignment or delegation without such consent is void.

These Terms do not confer any rights, remedies, or benefits upon any person other than you and WWS, except that WWS’s affiliates and, with respect to the App, the applicable App Providers are third-party beneficiaries of these Terms. These Terms, together with the Privacy Notice and (for EWC members) the Membership Terms, constitute the entire agreement between you and WWS with respect to the Platform and supersede all prior agreements and understandings.

WWS’s failure to enforce any provision of these Terms will not constitute a waiver of that or any other provision. Any waiver must be in writing and signed by WWS to be effective. If any provision of these Terms is held invalid, void, or unenforceable, that provision will be severed and the remaining provisions will remain in full force and effect. The headings in these Terms are for convenience only and do not affect their interpretation. You agree that WWS may provide notices and other communications to you electronically, and that such electronic communications satisfy any legal requirement that such communications be in writing.

19. CONTACT US

If you have questions about these Terms, please contact us:

WWS Memberships, LLC (d/b/a Woodie’s Wash Shack)

Mailing address: 2203 North Lois Ave, Suite #G300, Tampa, FL 33607

Email: info@woodieswash.com

Phone: (855) 559-3355

Website: https://www.woodieswash.com