Woah App's Dance Challenge - Terms & Conditions

1.   Welcome. Welcome to the Woah App's Dance Contest (“Contest”). The Contest is organized and administrated by Woah Edutainment Ltd. (“Woah”, “we”, “our”, “us”). 

2.   Binding Terms. Please read carefully the following Terms and Conditions ("Terms"),which constitute a binding agreement between individuals seeking to participate in the Contest and Woah.

By participating in the Contest, you acknowledge that you have reviewed these Terms and that you accept and agree that these Terms shall apply and bind you. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT PARTICIPATE IN THE CONTEST.

By submitting Entry to the Contest (as explained below), you indicate your acknowledge that You reviewed and consent to be legally bound by these Terms, along with:(1) the Woah App's Terms and Conditions which is available at https://www.woah.ai/terms-of-use ; and (2) privacy policy which is available at https://www.woah.ai/privacy-policy (together - the "Woah app Terms").

These Terms and the Contest are void where prohibited by law.

3.   Questions? To the extent that you believe that there are subjects or issues that are not discussed in these Terms, or if you wish to receive more information about the Contest, you may contact us at support@woah.ai

4.   Social Media Disclaimer. Please note that neither Instagram nor TikTok or other third parties’ websites or applications ("Third Parties’ Websites") sponsor, endorse or administrate the Contest, and are not liable for any matter related to the Contest.

Without derogating from the above, Woah is not responsible for the availability and/or accuracy and of information on such Third Parties’ Websites and/or privacy practices or any other practices. Woah does not endorse and is not responsible or liable for any content including but not limited to content advertising, products or other information on or available from such Third Parties’ Websites. If You choose to visit such Third Parties’ Websites, or use its products or services, please be aware that such Third Parties’ Websites own terms of use and privacy policy will apply and govern your activities and any information You disclose while interacting with such third parties. Woah does not make any representation or warranty whatsoever regarding such Third Parties’ Websites, applications, features, services, products or Content.

5.   The Contest. Woah is a smartphone mobile application created by Woah (the “App”).The App teaches you how to dance and analyzes your dance performance via an exclusive layer of metrics and effects on your video. The App scores each user for each dance he or she learns through the App, using computer vision and AI algorithms, analyzing the user’s body poses and motion, considering criteria set by Woah, according to its own discretion, when  the score for each Participant (as defined below) in the Contest will be its the total score for every full dance in the App the Participant performed (the "Score").

Each Participant can collect Score only once for each full dance he or she learns through the App, so if a Participant shall perform through the App the same dance twice or more, he or she will collect Score only for the last full performance of such dance on the App. A partial dance shall not grant any Score.

6.   Ineligible Participants. In order to participate in the Contest You must ("Participant"):

(i) make an Entry (as defined below)  (including post, using the App, the Participant Dance (as defined below))

(ii) be owner of an active TikTok account on your name;

(iii) follow Woah's TikTok account;

(iv) to perform these Terms,  Woah app Terms and any applicable law.

Employees and board members of Woah and AGT International, and their family members (i.e. parents, grandparents, children, grandchildren, siblings, nieces, nephews, and in-law relatives), are not eligible to participate in the Contest. 

7.   Submitting an Entry. The Contest will take place on the App. To be a Participant and to participate in the Contest, each participant must (i) enter the App and learn through the App a dance of Yuval Biton in the App, and (ii) Share through the app to TikTok a post from him or her account, with him or her dancing one of the dances Yuval Biton teaches on the app and tagging "woah_ai" account on TikTok (as follows:  @woah_ai on TikTok) to qualify as an entry (the "Participant Dance"), ((i) and (ii) together - an “Entry”); and follow Woah's TikTok account. 

For avoidance of doubt, all Participants must perform these Terms, Woah app Terms and any applicable law.

8.     Limited Entries. You may upload only one Contest Entries from your App user. If you will open more than one App user you will be disqualified from participate in the Contest.

9.    Timetable. The Contest will start on Thursday 6 May , 2021 at 19:00 GMT and will end on Friday, Jun 14 2021 at 23:59  GMT ("Timetable"). Only Contest Entries uploaded per the instructions above and within the Timetable will be eligible to participate in the Contest. The information documented in our systems, such as timing of Entry submissions is final and non-contestable.  The Winning Participant (as defined below) will be selected according to the criteria listed in Section 10 below. 

10.   Winning Participant. The one Participant that will collect the highest Score during the Timetable will win the Contest, when there will be only one Winning Participant.

In the event that two or more Participants shall collect the highest Score during the Contest, the Participant that will win the Contest shall be the Participant with highest Score and the highest amount of "perfect move", as will be scored in the App using

The Participant who is selected as the winner will be the “Winning Participant”. The Winning Participants may be disqualified in one or more of the following instances:

1.   We deem that the Winning Participants have violated these Terms or the Woah app Terms or any applicable law.

2.   The Winning Participants do not accept the prize or do not provide us with the necessary details required for the execution of the prize. 

Woah decision shall be final and non-contestable, and you may not raise objections against the decision.

11. Prize. Yuval Biton will post an Instagram story of the Participant Dance of the Winning Participant alongside her dance ("Prize"). The Prize is the sole and exclusive award for the Winning Participants. We will not permit any return, refund, exchange or receipt of monetary reward instead of the Prize.

Yuval Biton's mentioned story (including the time it will be posted), is subject to Yuval Biton's discretion.

Woah have no liability to you and shall not responsible with respect to the Prize and/or its realization.

By participating in the Contest, you waive any claim and demand with respect to the Prize against Woah and Yuval Biton and whom of their behalf.

12.   Announcement of Winner. The Winning Participants will be announced via woah_ai TikTok account on June16th, 2021. The Winning Participants will also be contacted on the App/through contact details supplied during registration. The Winning Participant will be asked to approve, in a manner set by Woah, (or if the Winning Participant is under the legal age, his or her  legal guardian’s shall be asked to approve) the acceptance of the Prize . For avoidance of doubt, if the Winning Participant fails to send its consent in a manner set by Woah, the Winning Participant shall be disqualified as Winning Participant and shall not receive the Prize.  

13.   Taxes. The Prize may be taxable income under the laws applicable to the Winning Participant. Any taxes applicable to the Prize are the sole and exclusive responsibility of the Winning Participant, not Woah.

14.   Publication and Privacy. The name of the Winning Participant as well as his or her Participant Dance, may be re-published on the App, the App’s website, as well as on or outside the App, our other social media pages and accounts, in our blogs, press releases, news articles, and promotional and marketing materials. Please review our Privacy Policy at https://www.woah.ai/privacy-policy

15.  Proof of Identity. As a pre-condition to winning, Woah may request verification as to the Winning Participant’ identity, through reasonable means of identification. At the request of Woah, the Winning Participant shall promptly provide any additional information necessary to effectuate his or her receipt of the Prize.

16.  Disqualification. Without derogating any other term of these Terms, Woah, in its sole discretion, can disqualify the Winning Participant if, at any time, it determines that the Winning Participant has violated these Terms, Woah app Terms or any applicable law including in a case that the Winning Participant failed to provide satisfactory consent message for receiving the Prize or failed to provide satisfactory proof of identification.

Disqualifying the Winning Participant shall be without any liability to the Winning Participant. In the event of disqualifying Winning Participant Woah may (but in no event shall be obligated) select an alternative Winning Participant according to the criterions in these Terms.

17.      Restrictions. In your participation in the Contest, you must not – 

·     Violate any rules, guidelines or instructions that we may convey regarding the Contest (including these Terms and the Woah app Terms) ; 

·     Interfere with or disrupt the operation of the Contest; 

·     Engage in any action that may manipulate the judgment or evaluation of Entries, or adversely affect other participant;

·     Disparage Woah or harm their goodwill or reputation;

·     Breach the security of the App or the Contest systems or identify any security vulnerabilities in them;

·     Impersonate any person or entity, or make any false statement pertaining to your identity; or

·     Engage in any activity that constitutes or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any applicable law, including laws governing privacy, defamation, mass email, spam, export control, consumer protection, unfair competition and false advertising.

Your Entry must not include content: 

·     That may infringe the rights of other parties, including patents, copyrights, trade secrets, trademarks, a person's right to privacy or publicity rights; 

·     That may depict or identify minors, their personal details, their address or ways to contact them; 

·     That is or appears to be of commercial nature, including advertisements, sponsorships, solicitations, endorsements and public relations material;

·     That is false, inaccurate or misleading;

·     That may include software viruses, spyware or any other malicious applications; 

·     That may encourage, support, assist, or advise in the commission of a criminal offense; 

·     Whose publication is prohibited by any applicable law; or

·     That may be threatening, abusive, harassing, defamatory, libelous, vulgar, discriminatory, violent, obscene or racially, ethnically or other wise objectionable.

WE MAY EMPLOY MEASURES TO DETECT AND PREVENT FRAUDULENT OR ABUSIVE ACTIVITIES IN CONNECTION WITH THE CONTEST. WE MAY DISQUALIFY YOU, WITHOUT PRIOR NOTICE AND WITHOUT LIABILITY TO YOU, IF WE, IN OUR SOLE DISCRETION, BELIEVE THAT YOU HAVE ENGAGED IN FRAUDULENT OR ABUSIVE ACTIVITIES IN CONNECTION WITH THE CONTEST.

We may, from time to time, specify additional or clarifying rules or guidelines regarding the Contest. We will notify of these rules and guidelines on the App. You agree to be bound by such additional or clarifying rules and guidelines.

18.    Intellectual Property Ownership. Woah retains all right, title, and interest in and to the App and Contest (including any and all related intellectual property rights). Except as expressly provided here in, no other rights or licenses, expressed or implied, are granted to You by Woah with respect to the App and Contest.

19.   Contest Entry License. YOU ARE SOLELY RESPONSIBLE FOR YOUR ENTRY AND ITS CONTENT, INCLUDING THE PARTICIPANT DANCE. WHEN YOU SUBMIT A STORE, UPLOAD, POST, PUBLISH, PROVIDE, DISPLAY, SHARE AND OTHERWISE TRANSFER YOUR OR THIRD PARTIES CONTENT, INCLUDING YOUR PHOTOS, VIDEOS, PHYSIOLOGICAL PARAMETERS DURING YOUR PARTICIPATION IN THE CONTESET, AS A CONTEST ENTRY OR OTHERWISE ("YOUR CONTENT"), YOU CONFIRM TO US THAT:

·     YOUR CONTENT IS SOLELY YOUR ORIGINAL CREATION AND YOU ARE THE SOLE RIGHTFUL OWNER OF ALL INTELLECTUAL PROPERTY RIGHTS ASSOCIATED WITH IT.

·     YOU ARE LAWFULLY ENTITLED TO GRANT THE LICENSES AND WAIVERS SET FORTH BELOW.

·     YOU HAVE LAWFULLY OBTAINED THE CONSENT OF ALL INDIVIDUALS DEPICTED OR SHOWN IN THE ENTRY (IF ANY), TO USE THEIR IMAGE, LIKENESS AND PUBLICITY RIGHTS, FOR THE PURPOSES CONTEMPLATED BY THESE TERMS.

·     YOUR CONTENT, AS SUBMITTED TO CONTEST OR AS CONTEST ENTRY, AND ITS USE BY WOAH AND THE PUBLIC AT LARGE, WILL NOT INFRINGE ANY RIGHTS OF THIRD PARTIES, INCLUDING INTELLECTUAL PROPERTY RIGHTS, PRIVACY RIGHTS AND PUBLICITY RIGHTS.

·     YOU GRANT US A PERPETUAL, ROYALTY-FREE, WORLDWIDE, NON-EXCLUSIVE, SUB-LICENSABLE AND TRANSFERRABLE, LICENSE, TO COPY, DISTRIBUTE, DISPLAY PUBLICLY, ADAPT, MAKE AVAILABLE TO THE PUBLIC, MAKE COMMERCIAL USE OF, COMBINE WITH OR INCORPORATE INTO OTHER CONTENT, MODIFY AND CREATE DERIVATIVE WORKS OF, ALL MATERIALS INCLUDED IN YOUR ENTRY. YOU FURTHER WAIVE ALL MORAL RIGHTS YOU MAY HAVE WITH RESPECT TO SUCH ENTRY.

20.   LIMITATION OF LIABILITY. IN NO EVENT SHALL WOAH, ITS SHAREHOLDERS, DIRECTORS, OFFICERSOR EMPLOYEES, BE LIABLE FOR ANY PERSONAL INJURY, OR ANY SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR INDIRECT DAMAGES, INCLUDING LABOR COSTS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS, LOSS OF SAVINGS, LOSS OF BUSINESS INFORMATION, OR LOSS OF USE OR OTHER PECUNIARY LOSS, IN CONNECTION WITH OR ARISING OUT OF THESE TERMS, THE APP,  THE CONTEST,  THE PRIZE OR YOUR USE OF OR INABILITY TO USE THE APP OR YOUR PARTICIPATION OR INABILITY TO PARTICIPATE THE CONTESTOR YOUR , HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, REGARDLESS OF WHETHER WOAH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO CASE SHALL THE AGGREATE LIABILITY OF WOAH AND ITS SHAREHOLDERS, DIRECTORS, OFFICERS AND EMPLOYEES UNDER THESE TERMS OR ARISING OUT OF OR OTHERWISE RELATED OR IN CONNECTION TO YOUR USE OF APP OR YOUR PARTICIPATION IN THE CONTEST EXCEED THE SERVICE FEE ACTUALLY PAID (IF ANY) BY YOU TO WOAH FOR THE SERVICES WITH RESPECT TO THE CLAIM OR CAUSE OF ACTION.

21.  Indemnity. Upon Woah first demand, You agree to defend, indemnify and hold Woah, its shareholders, directors, officers and employees, harmless from any claim, liability, cost, loss, damage and expense (including reasonable legal fees)arising from and/or caused due to: (i) your use, misuse of, and/or activities in connection with the App and/or Contest and/or the Prize; (ii) your violation of any of these Terms or the App Terms or any third party rights, including without limitation privacy right, copyright or any other intellectual property rights of a third party; and (iii) any damage of any sort, whether direct, indirect, special or consequential, You may cause to any third party with relation to the App. Without derogating from the foregoing, we reserve the right, at our expense, to assume the exclusive defense and control of any matter which is subject to indemnification by You, which will not excuse your indemnity obligations hereunder and in which event you will fully cooperate with us in asserting any available defense. You agree not to settle any matter subject to an indemnification by You without first obtaining our prior express written approval.

22.  Governing Law & Jurisdiction. The Contest, these Terms and any dispute arising there from, shall be governed by and construed exclusively in accordance with the laws of the Israel, regardless of the jurisdiction in which you reside and without regard to any otherwise applicable conflict of laws rules. Any dispute in connection with the Contest and these Terms that you and Woah are unable to resolve amicably, shall be submitted to the sole and exclusive jurisdiction and venue, to the courts of Tel - Aviv district. You and Woah hereby expressly consent to the exclusive personal jurisdiction and venue of such courts, and waive any objections related thereto including objections on the grounds of improper venue, lack of personal jurisdiction or forum non convenience.

23.   Miscellaneous. Woah reserve the right to cancel or temporarily suspend the Contest at anytime, with no liability to you. You are exclusively responsible for all costs and expenses associated with your participation in the Contest. These Terms constitute the entire agreement between regarding the Contest. You may not assign or delegate these Terms or any of your rights and obligations hereunder. Any purported assignment, in contravention of the above will be null and void. The section headings in the Terms are included for convenience only and shall take no part in the interpretation of the Terms. The term "Including", whether capitalized or not, means without limitation. If any provision of the Terms is held to be illegal, invalid, or unenforceable by a competent court, then the provision shall be performed and enforced to the maximum extent permitted by law, and the remaining provisions of the Terms shall continue to remain in full force and effect.