Terms of Service

29. Governing Law

Version 1.0

29.1 Governing Law

These Terms, the Services, and any dispute, claim, controversy, or cause of action arising out of or relating to these Terms or the Services shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles or rules that would result in the application of the laws of another jurisdiction.

The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply to these Terms or any transaction arising under them.

29.2 Global Nature of the Services

Growwr operates a global technology platform that may be accessed by users located in multiple countries and jurisdictions.

Notwithstanding the international nature of the Services, the parties agree that, except where mandatory provisions of Applicable Law require otherwise, these Terms shall be governed by the laws specified in this Section.

Nothing in these Terms shall be interpreted as limiting any mandatory consumer, employment, privacy, or other statutory protections that cannot lawfully be waived under Applicable Law.

29.3 Compliance with Local Laws

Each user is solely responsible for complying with all Applicable Laws governing their access to and use of the Services, including laws relating to:

  • employment;
  • labor;
  • taxation;
  • immigration;
  • worker classification;
  • export controls;
  • sanctions;
  • anti-money laundering;
  • anti-bribery;
  • privacy and data protection;
  • intellectual property;
  • consumer protection; and
  • other legal or regulatory obligations applicable to the user’s activities.

Growwr does not represent or warrant that the Services are lawful or appropriate for use in every jurisdiction.

29.4 Cross-Border Activities

Users acknowledge that Projects, hiring activities, payments, communications, verification services, and AI-powered functionality may involve parties located in different jurisdictions.

Each party remains solely responsible for ensuring that its own cross-border activities comply with Applicable Law, including any legal requirements relating to:

  • international employment;
  • tax reporting;
  • export controls;
  • sanctions;
  • data transfers;
  • licensing requirements;
  • foreign exchange controls; and
  • other applicable regulatory obligations.

Growwr is not responsible for determining or ensuring users’ compliance with jurisdiction-specific legal requirements.

29.5 Government and Regulatory Compliance

Nothing in these Terms limits Growwr’s right to comply with:

  • Applicable Law;
  • governmental requests;
  • court orders;
  • subpoenas;
  • regulatory investigations;
  • sanctions requirements;
  • export control laws;
  • law enforcement requests; or
  • other legally binding governmental processes.

Growwr may take any action reasonably necessary to satisfy its legal and regulatory obligations, including restricting access to the Services, preserving records, disclosing information where legally required or permitted, and suspending transactions or Accounts.

29.6 Mandatory Local Rights

If Applicable Law grants you rights or remedies that cannot lawfully be waived or limited by contract, those mandatory rights shall apply only to the extent required by Applicable Law.

To the maximum extent permitted, all remaining provisions of these Terms shall continue to be governed by the laws specified in this Section.

29.7 Relationship to Arbitration

The governing law provisions contained in this Section apply to the interpretation and enforcement of these Terms, subject to the Arbitration provisions contained in the following Section.

Nothing in this Section limits the enforceability of any valid arbitration agreement contained in these Terms.

29.8 Equitable Relief

Notwithstanding the governing law or arbitration provisions of these Terms, Growwr may seek temporary, preliminary, or permanent injunctive relief, specific performance, or other equitable remedies in any court of competent jurisdiction where reasonably necessary to:

  • protect Intellectual Property Rights;
  • protect Confidential Information;
  • preserve platform security;
  • prevent fraud;
  • enforce restrictive obligations;
  • protect user data; or
  • prevent irreparable harm.

Seeking such equitable relief shall not constitute a waiver of Growwr’s right to require arbitration of any remaining claims where arbitration is otherwise required under these Terms.

29.9 Severability of Governing Law Provisions

If any provision of this Section is held to be invalid, illegal, or unenforceable under Applicable Law, the remaining provisions shall remain in full force and effect to the fullest extent permitted by Applicable Law.

Any unenforceable provision shall be interpreted or modified only to the minimum extent necessary to make it enforceable while preserving its original intent.

29.10 Reservation of Rights

Growwr reserves all rights to assert any jurisdiction, venue, governing law, statutory defense, immunity, or other legal protection available under Applicable Law where necessary to protect its legitimate business interests, comply with legal obligations, or enforce these Terms.

Nothing in this Section limits Growwr’s ability to comply with mandatory legal requirements in any jurisdiction in which it operates or provides the Services.