MOVEWORKS, INC.
WEBSITE TERMS OF USE
Moveworks, Inc. (“Moveworks”, “we”, “us”, or “our”) has made these Website Terms of Use (the “Agreement”) available to explain the terms and conditions by which you may access and use (a) the Website (as defined below), and (b) other related products and services that link to this Agreement (a. and b. collectively, the “Services”). The term “Website” means Moveworks’ and its affiliates’ public websites, including without limitation those found at the following URLs: community.moveworks.com (and associated subdomains); academy.moveworks.com (and associated subdomains); and help.moveworks.com (and associated subdomains). The term “Website” does not include the Moveworks Products (as defined below) regardless of the domain name used to access such Moveworks Products.
The Website may provide several types of resources, including one or more of the following: areas to interact with the Website and the user community such as message boards, chat rooms, forums, bulletin boards, training modules, user ratings, user reviews, and other related interactive and social features (collectively, the “Community Services”); information, software, text, displays, images, video, audio recordings, and user interfaces included in or generated by the Website, and the design, selection and arrangement thereof, except that provided expressly and conspicuously under a third‑party license (collectively, the “Website Content”); product specifications and product documentation (collectively, “Documentation”); software such as application program interfaces, update sets, development tools, code snippets and sample code published by Moveworks to permit customization and configuration of Moveworks Products (collectively, “Development Tools”); and non‑production instances of the Moveworks Products (“Non‑Production Instances”). Website is further defined to include the Community Services, Website Content, Documentation, Development Tools and Non‑Production Instances.
The Website does not include Moveworks Products. “Moveworks Product” means the Moveworks platform and any Moveworks applications or subscription services, including those customarily provided by us only to our paying customers, along with professional services, support, and maintenance, and any other products or services offered for sale by Moveworks. Moveworks Products do not include Non‑Production Instances. You must purchase access to Moveworks Products pursuant to a separate subscription or other agreement with Moveworks (“Subscription Agreement”).
You must read this Agreement carefully as it governs your use of the Services. By accessing or using the Services, you signify that you have read, understand, and agree to be bound by this Agreement in its entirety. If you do not agree, you are not authorized to access or use of our Services and should not use our Services.
IMPORTANT: THIS AGREEMENT FORMS A BINDING CONTRACT BETWEEN YOU AND US WHEN ACCEPTED BY YOU. YOU ACCEPT THESE AGREEMENT BY (1) ACCESSING OR USING THE WEBSITE, (2) INDICATING ACCEPTANCE OF THESE TERMS WHEN THEY ARE PRESENTED ONLINE, SUCH AS BY CHECKING A BOX CAPTIONED WITH ACCEPTANCE LANGUAGE OR CLICKING AN ICON BEARING AN “ACCEPT” OR SIMILAR LEGEND OR BY OTHERWISE ELECTRONICALLY SIGNING THESE AGREEMENT; OR (3) EXERCISING OR PURPORTING TO EXERCISE ANY OF THE RIGHTS GRANTED TO YOU UNDER THESE AGREEMENT. THE INDIVIDUAL ACCEPTING THESE AGREEMENT ON BEHALF OF AN ENTITY REPRESENTS THAT HE OR SHE HAS AUTHORITY TO REPRESENT THE ENTITY AND COMMIT FUNDS ON ITS BEHALF. IF YOU DO NOT AGREE TO THESE AGREEMENT, YOU MAY NOT USE THE WEBSITE.
Please read the Agreement carefully before you start to use the Services. By accessing or using the Services, you signify that you have read, understand, and agree to be bound by this Agreement, the Acceptable Use Policy (“AUP”) found at AUP, the General code of conduct, found at Code of Conduct and Privacy Policy, found at Privacy Policy, incorporated herein by reference. If you do not want to agree to this Agreement, the AUP, Code of Conduct or Privacy Policy, you must not access or use the Services. You also agree that you are located in the United States and such use will only be in the United States. If you do not reside in the United States you are not authorized to use the Services.
Changes to the Agreement
We may revise and update this Agreement from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. However, any changes to the dispute resolution provisions set out in Governing Law will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Website.
Your continued use of the Services following the posting of a revised Agreement means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.
Account Registration
In order to use certain portions of the Services, you must register an account by providing us with your email and other information requested in our registration form. The information provided may be publicly displayed or otherwise viewable by others, including Moveworks administrators or other users of the Services, including but not limited to your first name, last name, registration email, and photo.
You agree to provide us with complete and accurate registration information. You may not attempt to impersonate another person in registration. If you are registering for our Services on behalf of an organization, you warrant that you are authorized to agree to this Agreement on their behalf. You agree to be responsible for the security of your account. You accept that you are solely responsible for all activities that take place through your account, and that failure to limit access to your devices or browser may permit unauthorized use by third-parties.
You are solely responsible for all action taken using your account, whether authorized by you or not. You agree to (a) notify Moveworks immediately at legal@moveworks.ai if you suspect your password or account has been compromised or any breach of security, and (b) ensure that you exit from your account at the end of each session. Moveworks will not be liable for any loss or damage arising from your failure to maintain the confidentiality of your password and account.
You further agree that Moveworks may use your information (including but not limited to your email address, name, and user ID) to send you electronic communications, including marketing communications, about Moveworks products and services and your use of the Services.
Rules of Conduct
No Children Permitted. Our Services are not intended for children under the age of 13. If you are a child under the age of 13, please do not register for our Services or send any personal information to us. If you have reason to believe that a child under the age of 13 is using our Services, please let us know immediately at legal@moveworks.ai and we will seek to revoke access and delete any associated information as quickly as possible. If you are at least 13 years of age, but below the age of consent in your jurisdiction, you may only use the Services with the permission and consent of your parent or guardian.
No Sensitive Data. You shall not submit to the Services any data revealing an individual’s racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data, health data, sex life or sexual orientation, or data otherwise protected under a special legislation and requires special treatment, including, without limitations, (i) categories of data enumerated in the European Union Regulation 2016/679, Article 9(1); (ii) any protected health information subject to the Health Insurance Portability and Accountability Act (“HIPAA”), as amended and supplemented, or any similar legislation in other jurisdiction; and (iii) credit, debit, or other payment card data.
User Conduct. You represent, warrant, and covenant that: (i) you will not engage in any conduct that is or could be considered illegal, obscene, defamatory, threatening, intimidating, harassing, hateful or racially or ethnically offensive; (ii) you will not provide any false, inaccurate or misleading information while using the Services; (iii) you will not interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the Services; (iv) you will not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; (v) you will not infringe, misappropriate or violate any intellectual property, privacy, publicity or other proprietary rights of Moveworks or any third party; (vi) you will not disguise your location through IP proxying or other methods; (vii) you will not upload to the Services or otherwise provide to Moveworks any sensitive or regulated data, information or other content (including but not limited to any information that is regulated by the Health Information Portability and Accountability Act, the Payment Card Industry Data Security Standard, the Gramm-Leach-Bliley Act, and other U.S. federal, state or foreign laws applying specific security standards); and (viii) you will not obtain or attempt to access or otherwise obtain any content or information through any means not intentionally made available or provided for through the Services, including attempting to avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our service providers or any other third party to protect the Services. For a full list of prohibited uses, please refer to the MW AUP and Code of Conduct.
Confidentiality. In connection with the Services, you may be given access to certain Confidential Information of Moveworks. You may use Confidential Information only as needed to use the Services as permitted under this Agreement. You may not disclose Confidential Information to any third party, and you will protect Confidential Information in the same manner that you protect your own confidential information of a similar nature, using at least reasonable care. “Confidential Information” means nonpublic information that Moveworks or its affiliates or third parties designate as confidential or should reasonably be considered confidential under the circumstances, including software, specifications, and other nonpublic business information. Confidential Information does not include information that: (i) is or becomes generally available to the public through no fault of yours; (ii) you already possess without any confidentiality obligations when you received it under this Agreement; (iii) is rightfully disclosed to you by a third party without any confidentiality obligations; or (iv) you independently developed without using Confidential Information. You may disclose Confidential Information when required by law or the valid order of a court or other governmental authority if you give reasonable prior written notice to Moveworks and use reasonable efforts to limit the scope of disclosure, including assisting us with challenging the disclosure requirement, in each case where possible.
Posting. Users of the Website may be permitted to post, submit, contribute, publish, display, make available or transmit to others (hereinafter, "post") content, materials, or hosted applications (collectively, "User Contributions" and together with contributions officially posted by Moveworks, “Contributions”) on or through the Website. Posting permits our customers, partners, developers, prospective customers, employees, and other interested parties to share information, exchange ideas, expertise, and experience, ask questions, provide solutions, share technology advances, and obtain product information. To foster a vibrant, thriving, and friendly community, we may enforce standards for appropriate content and prohibit uses antithetical to the intended community environment. User Contributions are considered non‑confidential and non‑proprietary, and you hereby grant to Moveworks a perpetual, irrevocable, royalty‑free, fully‑paid, sublicensable, transferable, nonexclusive, worldwide license to copy, distribute, modify, make derivative works of, publicly display, publicly perform, make, use, sell, translate and disclose to third parties any User Contributions that you post for any purpose. We are under no obligation to post or use any User Contributions and reserve the right to edit or remove User Contributions that violate this Agreement in our sole discretion.
To the extent you have purchased support rights under your Subscription Agreement, do not use Community Services for the escalation of support issues. Contact Moveworks Support as provided in your Subscription Agreement.
You are solely responsible for User Contributions that you post, including their legality, reliability, accuracy, and appropriateness. Moveworks is not responsible for (and has no liability with respect to) any User Contribution. You represent and warrant that you own or control all rights in and to the User Contributions that you post and have the right to grant Moveworks and its affiliates the license granted above. You represent and warrant that all your User Contributions do and will comply with this Agreement, and you agree to defend, indemnify, and hold Moveworks and its affiliates and licensors harmless for any breach of that representation and warranty. Opinions expressed in User Contributions are those of the party posting the User Contribution and do not necessarily reflect the opinion of Moveworks.
Prohibited Uses. You agree not to access or use the Website in any manner:
That violates any applicable federal, state, local or international law or regulation, or advocates, promotes or assists in any unlawful act, constitutes an illegal threat or violates export control laws or trade sanction laws.
That violates the rights of any person or entity that may give rise to civil or criminal liability under applicable laws or regulations applicable to you, another user, and/or Moveworks, including violation of privacy or publicity rights, infringement of any copyright, patent, trademark, trade secret or other intellectual property right, or conflicts with this Agreement or the Privacy Policy.
To transmit or introduce offensive materials, including those involving profanity, violence, sexual conduct, pornography or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.
To monitor or attempt to gain unauthorized access to: (a) an account or computer not belonging to you; (b) any data, information or communications on any network or system not owned by you,
without authorization; (c) any system or network user accounts or passwords of other users, without authorization; or (d) e‑mail addresses, screen names or other identifiers without the consent of the person identified (including, without limitation, phishing, password robbery, spidering and harvesting).
That is false, deceptive, misleading or fraudulent, including but not limited to: (a) any attempt to impersonate any person or entity, including any other user, Moveworks or a Moveworks employee; (b) to misrepresent your identity or affiliation with any person or organization; and (c) any attempt to give the impression that you are posting materials from any person or entity other than yourself if that is not the case, including but not limited to altering your IP source address.
To use, transmit or introduce: (a) information protected under the privacy or security regulations issued pursuant to the Health Insurance Portability and Accountability Act of 1996 (HIPAA) or subject to the Health Information Technology for Economic and Clinical Health (HITECH) Act; or (b) nonpublic sensitive or personally identifiable information including but not limited to driver's‑ license numbers, passport numbers, social security numbers, tax identification numbers, voter registration numbers or similar identifying numbers, health information, or financial information including bank, checking, credit card, debit card, or other account numbers.
For the purposes of recruiting, advertising, solicitation or commercial activities of any kind without the express written consent of Moveworks, including, but not limited to: (a) promotions, contests, sweepstakes, barter, advertising or pyramid schemes; and (b) the transmission of, or procurement of sending, any advertising or promotional material, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.
To monitor or copy materials on the Website for any unauthorized purpose or access the Website via any automatic device, process or means of access such as a robot or spider.
That may have a detrimental effect on the Website’s function, user interaction or security, including but not limited to: (a) gaining unauthorized access to, or attempting to compromise the security of, any network, system, computing facility, equipment, data or information; (b) attempting to intercept, redirect or otherwise interfere with communications intended for others; (c) disabling, damaging, overburdening or impairing the Website or any server, computer or database connected to or accessed by the Website; (d) modifying, blocking or otherwise interfering with the display of the Website; (e) interfering with another user’s ability to access, use and enjoy the Website; (f) accessing another user’s registration information or user account without that user’s express written permission; (g) transmitting or introducing any malicious or technologically harmful element to the Website such as a spyware program, virus, Trojan horse, worm or logic bomb; (h) performing, without Moveworks’ express prior written authorization, scalability testing, load testing, probing, scanning, penetration or vulnerability testing of the Website, including without limitation the Community Services; and (i) engaging in any activities that results in any server being the target of a denial of service attack.
Regional Legal Considerations. The owner of the Website is based in the state of California in the United States. The Website can be accessed from countries around the world. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws. Access to the Website from territories where the Website or any of its services or products are illegal is prohibited. You acknowledge that you remain responsible at all times for your compliance with U.S. and all applicable export control laws and trade sanctions laws.
Trade Law Restrictions. You may not access, download, use, transfer, or transact materials posted to the Website or any Moveworks products, services, and technology in violation of and applicable export controls laws or trade sanctions laws (“Trade Laws”). You acknowledge your obligation to comply with all Trade Laws that apply to your dealings in and with Moveworks products, services, and technology.
In particular, you acknowledge that Moveworks products, services, and technology are subject to the U.S. Export Administration Regulations (the “EAR”) and you shall comply in full with the EAR as it applies to your activities within the scope of this Agreement. Without limiting the foregoing, you represent and warrant that: (a) you are not located in, and shall not use any Moveworks product, service, or technology from or in, any territory that is subject to comprehensive restrictions under Trade Laws (currently including, but not necessarily limited to, Cuba, Iran, North Korea, Syria , the Crimea region of Ukraine, the Luhansk People’s Republic region of Ukraine, and the Donetsk People’s Republic of Ukraine); (b) you shall not use any Moveworks product, service, or technology for any purpose prohibited by applicable Trade Laws, including the design, development or production of nuclear, chemical or biological weapons, or rocket systems, space launch vehicles, sounding rockets or unmanned air vehicle systems; (iii) you (and, as applicable, the persons who directly or indirectly hold an aggregate majority ownership stake in your organization) are not denied, restricted, or prohibited from participating in transactions subject to Trade Laws (including but not limited to U.S. trade sanctions laws) by any government asserting jurisdiction over such transactions, and; (iv) you will not cause Moveworks to breach any of its obligations under the Trade Laws that apply to its activities within the scope of this Agreement.
U.S. Government Rights. All Moveworks software is commercial computer software, and all services are commercial items. “Commercial computer software” has the meaning set forth in Federal Acquisition Regulation (“FAR”) 2.101 for civilian agency purchases and the Department of Defense (“DOD”) FAR Supplement (“DFARS”) 252.2277014(a)(1) for defense agency purchases. If the software is licensed or the services are acquired by or on behalf of a civilian agency, we provide the commercial computer software and/or commercial computer software documentation and other technical data subject to the terms of this Agreement as required in FAR 12.212 (Computer Software) and FAR 12.211 (Technical Data) and their successors. If the software is licensed or the services are acquired by or on behalf of any agency within the DOD, we provide‑ the commercial computer software and/or commercial computer software documentation and other technical data subject to the terms of this Agreement as specified in DFARS 227.72023 and its successors. Only if this is a DOD prime contract or DOD subcontract, the Government acquires additional rights in technical data as set forth in‑ DFARS 252.227‑7015. This U.S. Government Rights clause is in lieu of, and supersedes, any other FAR, DFARS or other clause or provision that addresses Government rights in computer software or technical data.
Notification of Violation. If you become aware of any violation of this Agreement by any person, including other users or third parties, you must immediately notify Moveworks via e‑mail to legal@moveworks.ai.
Moveworks Disclaimer. We may, but are under no obligation to, monitor or censor comments made by users or content provided by contributors, and we are not responsible for the accuracy, completeness, appropriateness, or legality of anything posted, depicted, or otherwise provided by third party users and we disclaim any and all‑ liability relating thereto. Moveworks reserves the right to take appropriate legal action, without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website. Without limiting the foregoing, Moveworks has the right to fully cooperate with law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD MOVEWORKS HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY MOVEWORKS DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER MOVEWORKS OR LAW ENFORCEMENT AUTHORITIES.
Third Party Services. Any third party software, services, or other products you use in connection with the Services are subject to their own terms, and we are not responsible for any such third party products.
Restrictions. You may not (i) use the Services in a way that infringes, misappropriates or violates any person’s rights; (ii) reverse assemble, reverse compile, decompile, translate or otherwise attempt to discover the source code or underlying components of models, algorithms, and systems of the Services (except to the extent such restrictions are contrary to applicable law); (iii) use the Services to develop models that compete with Moveworks; (iv) use any automated or programmatic method to extract data from the Services, including scraping, web harvesting, or web data extraction; or (v) use the Services in violation of any applicable laws and regulations (including any export control laws). You will comply with any rate limits and other requirements in our documentation.
Additional Restrictions.
No right, title, or interest in or to the Website including Website Content and Contributions or Moveworks Core Technology (defined below), is transferred to you.
There are no implied licenses under this Agreement. Moveworks reserves all rights not expressly granted to you herein. Any use of the Website not expressly permitted by this Agreement is a breach of this Agreement and may violate copyright, trademark, and other laws.
Moveworks Technology (defined below) is licensed and not sold even if for convenience Moveworks makes reference to words such as sale or purchase.
Additional Policies. You agree and acknowledge that your use of the Services is subject to our Privacy Policy available at MW Privacy Policy, as well as our Acceptable Use Policy available at MW AUP and the Code of Conduct available at Code of Conduct.
Proprietary Rights
Use of Services. Subject to these Terms, you may access, and we grant you a non-exclusive right to use, the Services in accordance with this Agreement. You will comply with this Agreement and all applicable laws when using the Services. We and our affiliates own all rights, title, and interest in and to the Services, including the underlying technology and intellectual property rights therein. Moveworks may terminate your account or suspend your use of the Services at any time if you fail to comply with this Section 3 or the Acceptable Use Policy, or for any or no reason, without notice or liability of any kind.
Content and Ownership. Subject to these Terms and solely for so long as you are permitted by Moveworks to use the Services, you may use any portion of the Services to which we provide you access under these Terms, on any device you own or control. You may only use the Services for your own non-commercial personal, professional, or educational purposes, including to learn skills for your current position, to learn skills for a future position, to learn about Moveworks, or to earn a credential through Moveworks Academy.
You may not modify, reproduce, distribute, creative derivative works of, publicly display, or in any way exploit any of the Services or content provided through the Services except as expressly authorized by Moveworks in writing. If authorized, you agree that any copy of these materials which you make shall retain all copyright and other proprietary notices in the same form and manner as the original. Except for the specific rights granted to you in these Terms, we do not grant you any express or implied rights in the Services or in the content available through the Services.
Additionally, in connection with the Services, you will not, and you will not allow your users or any third party to, share, transfer or otherwise disclose any solution to any certification exam, credential exam, or other similar designation, unless expressly authorized in advance by Moveworks in writing.
The content you submit to the Services belongs to you and you are solely responsible for such content. Content submitted to the Services by you or other users is not endorsed by Moveworks and does not necessarily reflect our opinion, and you agree not to wrongly imply that such content is sponsored or approved by Moveworks. Moveworks has no obligation to store, maintain, or provide copies of content you submit and does not guarantee any confidentiality with respect to your content.
Additionally, by submitting your content to the Services, you hereby grant Moveworks a worldwide, non-exclusive, perpetual, royalty-free, fully-paid, transferable sub-licensable right to use, reproduce, distribute, prepare derivative works of, and publicly display and perform your content (including your Feedback, as defined below) in connection with the Services and our business, including without limitation for our marketing and publicity purposes. Please do not post content on the Services if you do not want to grant Moveworks the above-mentioned rights.
The Website in its entirety including the Website Content and is owned by Moveworks or our licensors and is protected by United States and international laws regarding copyrights, patents, trademarks, trade secrets and other intellectual property or proprietary rights. You are permitted to use the Website only for legitimate business purposes related to your role as a current or prospective customer, developer, partner, supplier or distributor of Moveworks. You shall not copy, modify, create derivative works of, publicly display or perform, republish, download or store, or transmit any Website Content without Moveworks’ express prior written consent or except as expressly provided in this Agreement
Website. As between Moveworks and you, all rights, title, and interest in and to all intellectual property rights in the Moveworks Core Technology are owned exclusively by Moveworks notwithstanding any other provision in this Agreement. Except as otherwise expressly provided in this Agreement, Moveworks reserves all rights in the Moveworks Core Technology and does not grant you any rights, express or implied or by estoppel. As used herein, “Moveworks Core Technology” means: (a) the Non‑Production‑ Instance, Development Tools, Documentation and Moveworks technology and methodologies (including, without limitation, products, software tools, hardware designs, algorithms, templates, software (in source and object forms), architecture, class libraries, objects and documentation) existing as of the Effective Date; (b) updates, upgrades, improvements, configurations, extensions, and derivative works of the foregoing, however made, and related technical or end user documentation or manuals; and (c) intellectual property anywhere in the world relating to the foregoing.
User Technology. As between you and Moveworks, you shall retain all rights, title, and interest in and to its intellectual property rights in the electronic data uploaded by you to the Website (excluding Moveworks Core Technology), and User Technology. You hereby grant to Moveworks a perpetual, irrevocable, royalty‑free, fully‑‑paid, sublicensable, transferable, nonexclusive, worldwide license to copy, distribute, modify, make derivative works of, publicly display, publicly perform, make, use, sell, translate and disclose to third parties any User Technology or data uploaded by you in the Non‑Production Instance solely for the purpose of providing the Non‑Production Instance to you. As used herein‑, “User Technology” means software, methodologies, templates, business processes, documentation or other material authored, invented or otherwise created or licensed (other than by or from Moveworks) by you using or for use with the Non‑Production‑ Instance, excluding the Moveworks Core Technology and excluding Toolkit.
Moveworks Trademarks. Moveworks, the Moveworks logo, Now, and other Moveworks marks are trademarks and/or registered trademarks of Moveworks, Inc., or its affiliates or licensors, in the United States and/or other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Reference the Moveworks Trademark and Copyright Guidelines for more information regarding Moveworks trademarks.
Documentation. The Documentation available on the Website is the copyrighted work of Moveworks and/or third‑party‑ providers. Subject to this Agreement, we grant you a limited, revocable, nontransferable, ‑nonexclusive and non‑sublicensable license to make a reasonable number of copies of the Documentation for your internal business use in connection with your separately authorized use of Moveworks Products. No right to sublicense or distribute the Documentation is granted herein.
User Contributions. No rights are granted to you with respect to User Contributions, which are treated as described above) other than the limited, personal, non‑exclusive license to reproduce User Contributions as necessary to display the User Contributions on a machine that you use to interact with the Website.
Third Party Content. Third‑party materials and free and open‑‑source software (“FOSS”) provided by us to you may be accompanied by licensing terms, in which case such licensing terms shall govern your use of that third‑party software or FOSS. Mention of third parties and third‑party products in any materials, advertising, promotions, or coupons provided to you is for informational purposes only and constitutes neither an endorsement nor a recommendation. All third‑party product specifications and descriptions are supplied by the respective vendor or supplier, and Moveworks shall have no responsibility with regard to the selection, performance or use of such vendors or products. To the extent you access or use such software, all understandings, agreements‑ or warranties, if any, shall be directly between the vendor and you.
Feedback. You may from time to time provide Moveworks suggestions or comments for enhancements or improvements, new features or functionality or other feedback (“Feedback”) with respect to the Services. Moveworks will have no obligation to obtain your permission to use Feedback, notify you if your Feedback was used, or compensate you in any way. Moveworks will have full discretion to determine whether or not to proceed with the development of any requested enhancements, new features or functionality. Moveworks will have the full, unencumbered right, without any obligation to compensate or reimburse Customer, to use, incorporate and otherwise fully exercise and exploit any such Feedback in connection with its products and services. You agree not to submit Feedback that you believe might be confidential or proprietary to you or others.
Term and Termination
Termination; Suspension. This Agreement takes effect when you first use the Services and remain in effect until terminated. You may terminate this Agreement at any time for any reason by discontinuing the use of the Services. We may terminate this Agreement for any reason by providing you at least 30 days’ advance notice. We may terminate this Agreement immediately upon notice to you if you materially breach this Agreement, if there are changes in relationships with third party technology providers outside of our control, or to comply with law or government requests. We may suspend your access to the Services, with or without notice, if you do not comply with this Agreement, if your use poses a security risk to us or any third party, or if we suspect that your use is fraudulent or could subject us or any third party to liability.
Effect on Termination. Upon termination, you will stop using the Services and you will promptly return or, if instructed by us, destroy any Confidential Information. The sections of this Agreement which by their nature should survive termination or expiration should survive, including but not limited to Sections 3.4, 4.3, 5.2, 5.9, 7, 8, 9.7.
Indemnification; Disclaimer; Limitations on Liability
Indemnity. You agree to hold harmless, release, defend, and indemnify us and our officers, directors, employees, contractors, agents, affiliates, and subsidiaries from and against all claims, damages, obligations, losses, liabilities, costs, and expenses arising from: (a) your access and use of our Services; or (b) your violation of any term or condition of this Agreement, the right of any third party, or any other applicable law, rule, or regulation.
General Disclaimer. YOU USE THE SERVICES AND ITS CONTENT AT YOUR OWN RISK. THE SERVICES ARE PROVIDED “AS IS.” EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND DISCLAIM ALL WARRANTIES INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE.
Limitations of Liability. UNDER NO CIRCUMSTANCES SHALL WE OR ANY OF OUR OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, AGENTS, AFFILIATES, OR SUBSIDIARIES BE LIABLE TO YOU FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE PROPERTY, ARISING OUT OF OR RELATING TO ANY ACCESS OR USE OF OR INABILITY TO ACCESS OR USE OF OUR SERVICES, NOR WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING, OR OTHER UNAUTHORIZED ACCESS OR USE OF OUR SERVICES OR THE INFORMATION CONTAINED WITHIN IT, WHETHER SUCH DAMAGES ARE BASED IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH AUTHORIZED OR UNAUTHORIZED USE OF OUR SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED IN THE AGGREGATE $1,000 USD OR ITS EQUIVALENT IN THE LOCAL CURRENCY OF THE APPLICABLE JURISDICTION.
THE FOREGOING LIMITATIONS WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
Support. Information, advice, or other material of any kind posted on the Services is not official support provided by Moveworks. Moveworks may post on the services but this activity should not be seen as a replacement for official Moveworks support activities and procedures. for official support with account-related and payment related questions, please contact legal@moveworks.ai.
Dispute Resolution By Binding Arbitration
Agreement to Arbitrate. This Dispute Resolution by Binding Arbitration section is referred to in this Agreement as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Moveworks, whether arising out of or relating to this Agreement (including any alleged breach thereof), the Services, and any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Agreement, you and Moveworks are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.
Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND MOVEWORKS AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND MOVEWORKS AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.
Pre-Arbitration Dispute Resolution. Moveworks is always interested in resolving disputes amicably and efficiently, and most user concerns can be resolved quickly and to the user’s satisfaction by emailing support at legal@moveworks.ai. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Moveworks should be sent to 211 Hope Street, Suite 309, Mountain View, CA 94041 (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Moveworks and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Moveworks may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Moveworks or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Moveworks is entitled.
Arbitration Procedures. Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Consumer Arbitration Rules (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org.
Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer, as may be updated from time to time. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of this Agreement as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement.
Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under this Agreement and applicable law.
Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.
Unless Moveworks and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Moveworks agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.
Costs of Arbitration. Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Moveworks will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Moveworks will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Moveworks will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.
Confidentiality. All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.
Severability. If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than Section 6.2 above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of Section 6.2 are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of this Agreement will continue to apply.
Future Changes to Arbitration Agreement. Notwithstanding any provision in this Agreement to the contrary, Moveworks agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending Moveworks written notice within thirty(30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted this Agreement (or accepted any subsequent changes to this Agreement).
Miscellaneous
Entire Agreement. These terms constitute the entire agreement between you and us with respect to the subject matter hereof. This Agreement supersedes any and all prior or contemporaneous written and oral agreements, communications and other understandings (if any) relating to the subject matter of the terms.
Assignment. You may not assign or transfer this Agreement, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer this Agreement without our prior written consent shall be null and void. We may freely assign or transfer this Agreement. Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their successors and permitted assigns.
Notice. We may provide any notice to you under this Agreement using commercially reasonable means, including using public communication channels. Notices we provide by using public communication channels will be effective upon posting.
Modifications. We may amend this Agreement from time to time by posting a revised version on the website, or if an update materially adversely affects your rights or obligations under this Agreement we will provide notice to you either by emailing the email associated with your account or providing an in-product notification. Those changes will become effective no sooner than 30 days after we notify you. All other changes will be effective immediately. Your continued use of the Services after any change means you agree to such change.
Equitable Remedies. You acknowledge that if you violate or breach this Agreement, it may cause irreparable harm to Moveworks, and Moveworks shall have the right to seek injunctive relief against you in addition to any other legal remedies.
Severability. If any provision of this Agreement shall be determined to be invalid or unenforceable under any rule, law, or regulation of any local, state, or federal government agency, such provision will be changed and interpreted to accomplish the objectives of the provision to the greatest extent possible under any applicable law and the validity or enforceability of any other provision of this Agreement shall not be affected.
Governing Law. This Agreement will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth below, you and Moveworks agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Santa Clara County, California. The failure of Moveworks to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
COPYRIGHT COMPLAINTS
If you believe that your intellectual property rights have been infringed by the Moveworks Services, please send notice to the address below. Content that violates the Agreement and Acceptable Use Policy or is alleged to be infringing will be deleted or disabled.
Moveworks, Inc.
Attn: Legal
211 Hope Street
Suite 309
Mountain View, CA 94041
Per 17 U.S.C. § 512(c)(3)(A), a takedown notice must contain the following information to be legally effective:
A physical or electronic signature of the copyright holder or a person authorized to act on behalf of the copyright holder.
Identification of the specific copyrighted work(s) claimed to have been infringed.
Identification of the material that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material (e.g. URL).
Your address, telephone number, and e-mail address.
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized.
A statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the copyright holder.
