Terms of Service

Last updated: May 17, 2024

SILK AND SONDER, INC.

TERMS OF SERVICE

Please read these terms of use (the "Agreement") carefully. By accepting these terms or otherwise accessing or using this website or any other websites of silk and sonder, inc., its affiliates or agents ("us" or "we" or "our" or "Silk and Sonder") (collectively, the "Site") in any way, including using the services and resources available or enabled via the site (each a "Service" and collectively, the "Services") by us, accepting these terms and/or merely browsing the site, you represent that: (a) you have read, understand, and agree to be bound by the Agreement; (b) you are of legal age to form a binding contract with Silk and Sonder; and (c) you have the authority to enter into this Agreement. If you do not agree to be bound by this Agreement, you may not access or use this Site or the Services.

FURTHER, THESE TERMS CONTAIN AN AGREEMENT TO ARBITRATE, WHICH REQUIRES THAT YOU AND SILK AND SONDER ARBITRATE CERTAIN CLAIMS BY BINDING, INDIVIDUAL ARBITRATION INSTEAD WITH THE SOLE EXCEPTION OF CLAIMS THAT QUALIFY FOR SMALL CLAIMS COURT (SEE SECTION 16 "ARBITRATION AGREEMENT").

Your use of, and participation in, certain Services may be subject to additional terms ("Supplemental Terms"), and such Supplemental Terms will either be listed in this Agreement or will be presented to you for your acceptance when you sign up to use the supplemental Service. The Supplemental Terms shall be governed by the terms of this Agreement. If this Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service.

Our Privacy Policy, at https://silkandsonder.com/pages/privacy-policy (the "Privacy Policy"), describes the collection, use and disclosure of data and information (including location and usage data) by Silk and Sonder in connection with the Site and Services. The Privacy Policy, as may be updated by us from time to time in accordance with its terms, is hereby incorporated into this Agreement, and you hereby agree to the collection, use and disclose practices set forth therein.

Note for Children. Use of the Service by anyone under the age of 18 is prohibited. By using the Service, you represent and warrant that you are at least 18 years of age.

  1. CHANGES.

We may make modifications, deletions and/or additions to this Agreement ("Changes" ) at any time. Changes will be effective: (a) thirty (30) days after the we provide notice of the Changes, whether such notice is provided through the Service user interface, is sent to the e-mail address associated with your account or otherwise; or (b) when you opt-in or otherwise expressly agree to the Changes or a version of this Agreement incorporating the Changes, whichever comes first.

  1. SITE.

We grant you a limited license to access and use the Site for your personal use, and to copy, distribute and transmit the content of this Site only to the extent that such copying, distribution and transmission is automatically done through your browser software incidentally to using the Site for your personal use.

The sale or linking of our products on or to any third-party e-commerce site, marketplace or mobile application without our specific written consent is expressly prohibited.

Further: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Site or Services; (b) you shall not frame or utilize framing techniques to enclose any of our trademarks, logos, or other intellectual property (including images, text, page layout or form); (c) you shall not use any metatags or other "hidden text" using our name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Site except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to "scrape" or download data from any web pages contained in the Site (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) except as expressly stated herein, no part of the Site or Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (g) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Site. Any future release, update or other addition to the Site shall be subject to this Agreement. We, our suppliers and service providers reserve all rights not granted in this Agreement. Any unauthorized use of the Site or Services automatically terminates the license granted by us under this Agreement.

  1. REGISTRATION.

To create an account and/or make purchases through the Site, you will be asked to submit certain information, which may include your name and/or a username, email address, and password. Each time you use your password or identification ("Credentials"), you will be deemed to be authorized to access and use the Site in a manner consistent with this Agreement and we have no obligation to investigate the authorization or source of any such access or use of the Site.

In order to access certain features of the Services, you may be required to link your account with a social networking site or other third party account, such as Facebook ("SNS" and each such account, a "Third-Party Account") by allowing us to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third- Party Account. You represent that you have the right to grant us access to your Third-Party Account (including, but not limited to, for use for the purposes described herein) without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account and without requiring us to pay any fees or subjecting us to any usage limitations imposed by such third-party service providers. By granting us access to any Third-Party Accounts, we may access, make available and store (if applicable) any photographs, information, data, text, software, graphics, video, messages, tags and/or other materials accessible through the Site ("Content") that you have provided to and stored in your Third- Party Account ("SNS Content") so that it is available on and through the Site via your account. You may also share Content obtained or accessed through the Services with such Third-Party Account. You have the ability to disable the connection between your account and your Third-Party Accounts at any time by accessing the "Settings" section of the Site.

PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS, AND WE WILL HAVE NO LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO US BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH

THIRD-PARTY ACCOUNTS. We make no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or noninfringement, and we are not responsible for any SNS Content.

YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THIS SITE BY ANYONE USING YOUR CREDENTIALS WHETHER OR NOT SUCH ACCESS TO AND USE OF THIS SITE IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING, WITHOUT LIMITATION, FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.

You are solely responsible for protecting the security and confidentiality of your Credentials. You shall immediately notify us of any unauthorized use of your Credentials or any other breach or threatened breach of the Site's security.

  1. SUBSCRIPTION PROCESS, RENEWAL AND CANCELLATION.

4.1. First Subscription Order. When you place a first order (subscription or gift), your subscription will begin with the following month’s journal and ship within 1-2 business days. While we do our best to deliver by the estimated date of delivery, we rely on third party carriers and logistics service providers and we do not assume any responsibility for delays due to such third parties. 

4.2 Subscription Fees and Renewals.

4.1 Fees. When you purchase a subscription you will be billed the applicable fees in advance for the selected subscription period, and you are responsible for paying such fees. You acknowledge that your subscription will automatically renew for recurring periods equal to the initial subscription period at the then-current subscription price unless you modify or cancel your subscription. In the event of non-payment, we reserve the right to suspend or discontinue access to our Services, until all past due amounts are paid in full. All amounts payable under this Agreement will be made without setoff or counterclaim, and without any deduction.

4.2 Adjustments. We may change our fees in our sole discretion at any time, provided that the fees for your then-current subscription period will not change until the expiration of such then-current subscription period. If we change our fees, we will notify you at least 30 days prior to the end of your then-current subscription term. 

4.3 Shipping. Currently, we only ship to addresses within the United States. If you purchase one of our journaling subscriptions through our Site, we will send you a shipment of a Silk and Sonder journal on a monthly basis to the designated address on your Order.

4.4 Subscription Changes/Cancellations. You can cancel or modify your subscription at by logging into and going to the "Change/Cancel Membership" page of your "Account Settings" page. Please note that all fees for the Services are non-refundable. If you choose to cancel your subscription, your subscription will automatically terminate at the end of your then-current subscription period and we will not charge your payment provider for the subsequent subscription period. You agree that we may either terminate or suspend your subscription for any reason and at any time in our sole discretion.

  1. BILLING AND PAYMENTS.

We accept (through our Payment Processor (as defined below)) the bank or credit cards accepted by our Payment Processor at the time of your purchase, which is currently Visa, MasterCard, American Express and Discover. We also accept Silk and Sonder gift cards. If you purchase or use any Silk and Sonder gift cards, you agree to the terms of the Silk and Sonder Gift Card Terms and Conditions, which are incorporated herein by reference. If you do not agree to the Silk and Sonder Gift Card Terms and Conditions, you may not use or purchase Silk and Sonder gift cards.

You may be charged local tax, if applicable. If your payment method is declined, we will attempt to process your charge until the transaction is approved. If we are unable to complete the transaction, we may contact you directly to update your account information.

We use a third-party service provider for payment services (e.g., credit card transaction processing, merchant settlement, and related services) ("Payment Processor"). We do not collect or store your credit card information. You can find out more about our privacy practices in our Privacy Policy. By providing a credit card or other payment method accepted by Silk and Sonder and using the Site, you represent and warrant that you are authorized to use the designated payment method. If the payment method you provide cannot be verified, is invalid or is otherwise not acceptable, your account may be suspended or cancelled. You must resolve any problem we or our Payment Processor encounter in order to proceed with your use of your account. We are not responsible for any fees or charges that your bank or credit card issuer may apply.

  1. PRODUCTS.

The Site and Services may make available listings, descriptions, and images of certain products to be purchased in connection with a subscription or otherwise. We make no representations as to the completeness, accuracy, reliability, validity, or timeliness of such listings, descriptions, or images (including any features, specifications, and prices contained on the Site and Services). Such information and the availability of any product are subject to change at any time without notice.

We have made efforts to accurately display the attributes of products, including the applicable colors. However, as the actual colors you see will depend on your monitor, we cannot guarantee that your monitor's display of any color will accurately reflect actual product color or finish. In addition, certain weights, measures, and similar descriptions are approximate and are for convenience only. Products are intended for sale to adults.

If you find a product is not as described, please contact us at hello@silkandsonder.com. It is your responsibility to return any journals in unused condition and ascertain and obey all applicable local, state, federal, and foreign laws (including minimum age requirements) regarding the purchase, possession, and use of any product.

We reserve the right, including without prior notice, to limit the quantity of items purchased per person, per household, or per order for any reason.

We will attempt to notify you should such limits be applied. We also reserve the right, at our sole discretion, to prohibit sales to dealers or resellers. For purposes of this Agreement, " reselling" will be defined as purchasing or intending to purchase any product(s) through the Site or Services for the purpose of engaging in a commercial sale of the same product(s) to a third party.

We cannot confirm the price or availability of a product until after your order is placed. Pricing or availability errors may occur on the Site or Services. The receipt of an order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a product. We reserve the right to cancel any orders containing pricing or availability errors, with no further obligations to you, even after your receipt of an order confirmation or shipping notice from Silk and Sonder. We may, at our discretion, either contact you for instructions or cancel your order and notify you of such cancellation.

Promotional codes are limited in nature and may expire or be discontinued with or without notice. Promotional codes are void where prohibited by law. Promotional codes may not be copied, sold, or otherwise transferred. They are not redeemable for cash and are subject to cancellation or change at any time for any reason without notice. We reserve the right in our discretion to impose conditions on the offering of any promotional code.

We will ship to the address designated by you, if applicable, so long as such address is complete and complies with the shipping restrictions contained on the Site and Services. Risk of loss and title for products will pass to you upon delivery of the products to the carrier. Estimated delivery times are determined based on the method of shipping chosen when products are purchased and the destination of the products.

If you would like to receive a refund for any reason, please contact us at hello@silkandsonder.com. Refunds may be issued by us in our sole discretion.

  1. PRODUCT REVIEWS.

The Services allow registered users to post reviews, ratings and comments about products purchased through the Site (collectively, "Reviews"), and you are solely responsible for any content, opinion, statement, recommendation or advance contained in your Reviews. Reviews posted on our Services are not endorsed by Silk and Sonder and does not represent the views of Silk and Sonder. You acknowledge that any opinions, statement, recommendation, ratings, offers, advice or other information presented or disseminated in any Review are those of their respective authors who are solely responsible and liable for their content. That means that you, and not Silk and Sonder, are solely responsible and liable for any Reviews that you post, including the content contained therein. By posting a Review, you grant Silk and Sonder a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to: (a) host, use, reproduce, modify, run, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Content of yours throughout the world in any media, now known or hereafter devised; (b) make the Review available to the rest of the world and to let others do the same; (c) to provide, promote, and improve the Services and to make your Review shared on the Services available to other companies, organizations or individuals for the syndication, broadcast, distribution, promotion or publication of such Content of yours on other media and services, subject to our Privacy Policy and this Agreement; and (d) use the name and/or trademark that you submit in connection with such Review of yours. You acknowledge that Silk and Sonder may choose to provide attribution of your Review at our sole discretion. You further grant Silk and Sonder the right to pursue at law any person or entity that violates your or Silk and Sonder's rights in your Review. You acknowledge and agree that your Review is non-confidential and non-proprietary. You affirm, represent and warrant that you own or have the necessary licenses, rights (including copyright and other proprietary rights), consents and permissions to publish and otherwise use (and for Silk and Sonder to publish and otherwise use) your Review as authorized herein.

Silk and Sonder reserves the right to refuse to post or remove any material submitted or posted in any Review. Notwithstanding the foregoing, you acknowledge that Silk and Sonder is under no obligation to edit or modify any information available in any Reviews or decide any dispute or disagreement between the posters and shall have no liability to you for any content posted in a Review. Silk and Sonder does not assume liability for Reviews or for any claims for economic loss resulting from such ratings and reviews. Because we expect users to maintain a high level of integrity with respect to ratings and reviews posted through the Services, you agree: (a) to base any rating or review you post only on your first-hand experience with the product you are reviewing; (b) you will not submit a rating or Review in exchange for payment or other benefits from any individual or entity; and (c) your review will comply with the terms set forth herein. If Silk and Sonder determines, in our sole discretion, that any rating or review could diminish the integrity of the ratings and reviews, we may exclude such Review without notice. Further, Silk and Sonder may remove any Reviews in the event it determines, in its sole discretion, that a Review:

  1. Is false, unlawful, misleading, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing (or advocates harassment of another person), threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
  2. Is patently offensive to the online community, such as that which promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  3. Would constitute, encourage, promote or provide instructions for conduct of an illegal activity, a criminal offense, give rise to civil liability, violate the rights of any party in any country of the world, or that would otherwise create liability or violate any local, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission (SEC) or any rules of any securities exchange, including but not limited to, the New York Stock Exchange (NYSE) and/or the NASDAQ;
  4. Provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy or providing or creating computer viruses;
  5. May infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
  6. Constitutes mass mailings or "spamming", "junk mail", "chain letters" or "pyramid schemes";
  7. Impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, including Silk and Sonder;
  8. Is private information of any third party, including, without limitation, addresses, phone numbers, email addresses, social security numbers and credit card numbers;
  9. Include or are intended to facilitate viruses, corrupted data or other harmful, disruptive or destructive files;
  10. Is unrelated to the topic of the Reviews or products in which such Review is posted; or
  11. (a) is otherwise objectionable; (b) restricts or inhibits any other person from using or enjoying the Services; or (c) may expose Silk and Sonder or its users to any harm or liability of any type.

  1. TERMINATION.

You may terminate this Agreement at any time, for any reason or for no reason, by deleting your Services account by contacting us at hello@silkandsonder.com. You agree that we, in our sole discretion and for any or no reason, may terminate this Agreement, your account or your use of the Site and Services, at any time and without notice. We may also, in our sole discretion and at any time, discontinue providing the Site, Services or any products listed hereon, or any part thereof, with or without notice. You agree that we shall not be liable to you or any third-party for any such termination. Sections 2 (third paragraph only), 3 (disclaimers only), 4.1 and 7-17 will survive any termination of this Agreement.

  1. DISCLAIMERS.

WE DO NOT PROMISE, COVENANT, REPRESENT, WARRANT OR GUARANTEE THAT YOU OR ANY OTHER USER OF THE SITE WILL OBTAIN ANY PARTICULAR OR TANGIBLE RESULT OR GOAL THROUGH THE USE OF THE SITE, OR ANY PRODUCT OR SERVICE MADE AVAILABLE ON OR THROUGH THE SITE.

EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED, THE SITE AND THE PRODUCTS OFFERED ON THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT WARRANTIES OF ANY KIND, UNLESS SPECIFICALLY SET FORTH OTHERWISE. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES AND GUARANTEES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

WE DO NOT REPRESENT OR WARRANT THAT THE FUNCTIONS CONTAINED ON THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT THE DEFECTS WILL BE CORRECTED OR THAT THE SITE OR THE SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT MAKE ANY WARRANTIES OR REPRESENTATIONS REGARDING THE USE OF THE MATERIALS ON THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, ADEQUACY, USEFULNESS, TIMELINESS, RELIABILITY OR OTHERWISE. APPLICABLE LAW MAY NOT ALLOW LIMITATIONS OR EXCLUSIONS ON WARRANTIES SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SITE OR SERVICES, INCLUDING IN CONNECTION WITH THE PRODUCTS, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

NOTICE REGARDING MEDICAL ADVICE.

THIS SITE DOES NOT PROVIDE MEDICAL OR OTHER LICENSED PROFESSIONAL ADVICE. NOTHING STATED OR POSTED ON THIS SITE OR AVAILABLE THROUGH ANY SERVICES ARE INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICINE. THE SITE MATERIALS, SUCH AS TEXT, GRAPHICS, IMAGES, AND INFORMATION OBTAINED FROM THIS SITE ARE FOR INFORMATIONAL PURPOSES ONLY. THE SITE IS NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING IT BECAUSE OF INFORMATION YOU HAVE OBTAINED THROUGH THIS SITE. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY.

  1. LIMITATION OF LIABILITY.

YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE OR SERVICES OR ANY PRODUCTS PROVIDED THROUGH THE SITE OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER SITE USERS, ON ANY THEORY OF LIABILITY, RESULTING FROM: (A) THE USE OR INABILITY TO USE THE SITE OR SERVICES; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED THROUGH THE SITE; (C) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (D) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE; OR (E) ANY OTHER MATTER RELATED TO THE SITE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.

UNDER NO CIRCUMSTANCES WILL WE BE LIABLE TO YOU FOR MORE THAN THE AMOUNT RECEIVED BY US AS A RESULT OF YOUR USE OF THE SITE IN THE SUBSCRIPTION PERIOD DURING WHICH YOU FIRST ASSERT A CLAIM. IF YOU HAVE NOT PAID SILK AND SONDER ANY AMOUNTS IN THE SUBSCRIPTION PERIOD DURING WHICH YOU FIRST ASSERT ANY SUCH CLAIM, OUR LIABILITY WILL NOT EXCEED FIFTY DOLLARS ($50).

  1. COPYRIGHT.

The technology underlying the Site and the entire contents of the Site including, but not limited to, text, graphics, images, audio clips, digital downloads, data compilation or code is copyrighted as a collective work under the United States and other copyright laws, and is the property of Silk and Sonder, Inc. and protected by copyright and other intellectual property or proprietary rights. The collective work includes works that are licensed to Silk and Sonder, Inc. © 2020. Silk and Sonder, Inc. All rights reserved.

  1. TRADEMARKS.

All trademarks, service marks and trade names of Silk and Sonder, Inc. on the Site, including the SILK + SONDER mark, are trademarks or registered trademarks of Silk and Sonder, Inc. or their respective owners.

  1. INDEMNIFICATION.

You agree to indemnify, defend and hold harmless Silk and Sonder, Inc., its officers, directors, employees, agents, licensors and suppliers from and against all losses, liabilities, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this Agreement, or any activity related to use of the Site (including negligent or wrongful conduct) by you or any other person accessing the Site using your Internet account, or your ability or inability to use the Site and Services, including any products purchased thereon.

  1. THIRD PARTY LINKS AND SITES.

This Site may link to other websites operated by third parties. We have no control over these linked sites, each of which have separate privacy and data collection practices independent of ours. We are not responsible for and do not endorse or accept any responsibility for the availability, contents, products, services or use of any third party site, any website accessed from a third party site or any changes or updates to such sites. These linked sites are only for your convenience and therefore you access them at your own risk. You acknowledge that you bear all risks associated with access to and use of content provided on a third party site and agree that we are not responsible for any loss or damage you may incur from dealing with such a third party site. You should contact the site administrator for the applicable third party site if you have any concerns regarding such links or the content located on any such third party site. To the extent that we provide any information to third parties, we do so in accordance with our Privacy Policy.

  1. FEEDBACK.

You agree that submission of any ideas, suggestions, documents, and/or proposals to us through its suggestion, feedback, wiki, forum or similar pages ("Feedback") is at your own risk and that we have no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to us a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with our products and the operation and maintenance of the Site and Services.

  1. ARBITRATION AGREEMENT.

16.1 Arbitration. This Section 16 is referred to herein as the "Arbitration Agreement" and in this Section 16, you and Silk and Sonder are each a "party" and collectively the "parties". You agree that, except as set forth in this Section 16, any controversies, claims, or disputes between them arising out of, relating to, or resulting from this Agreement, other than Supplemental Terms and/or Privacy Policy (each, for the purposes of this Section 16, a "Claim"), shall be subject to binding arbitration pursuant to the terms and conditions of this Arbitration Agreement, and not in courts of general jurisdiction (other than a small claims court action to the extent the claim qualifies). This Section 16 provision will survive any termination of these Terms, including in the event that Silk and Sonder ceases to provide the Services.

16.2 Small Claims. Subject to the satisfaction of all applicable requirements of small claims court, you or Silk and Sonder may seek to have a Claim resolved in small claims court. You or Silk and Sonder may bring a Claim in a small claims court in the jurisdiction in which you reside or in the small claims court in closest proximity to your residence. You may also bring a Claim in small claims court in the State of California, USA.

16.3 U.S. Federal Arbitration Act. Arbitration uses a neutral arbitrator instead of a judge or jury, and is more informal than a lawsuit in court. Arbitration may permit more limited discovery than a court proceeding, and is subject to very limited review by courts. However, the same damages and relief that a court can award can be awarded by arbitrators. You agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of this Section 16. You also agree that you and Silk and Sonder each hereby expressly waive the right to participate in a class action. 

16.4 Notice of Claim. In the event that you elect to seek to have a Claim arbitrated, you are required to first send Silk and Sonder's registered agent a written notice of your Claim ("Notice of Claim"). Your Notice of Claim should be sent in care of []. Your Notice of Claim should include your mailing address and your email address that we may use to contact you. If Silk and Sonder elects seek to have a Claim arbitrated, we will send a written Notice of Claim to the address that we have on file for you by certified mail. Any Notice of Claim must include enough information for us to identify you and attempt to resolve your Claim, including both a description of the nature and basis of your Claim, any supporting documentation, and the specific amount of damages or other relief you are seeking. 

16.5 Informal Dispute Resolution. You and Silk and Sonder agree that following a Notice of Claim sent by you or Silk and Sonder and before arbitration commences or the Claim is filed in any small claims court, you and Silk and Sonder will negotiate in good faith to resolve the Claim prior to any arbitration or court proceeding. You agree to personally participate fully in such discussions, and you may be represented by counsel in the discussions. Similarly, Silk and Sonder agrees to have a representative participate fully in the discussions. During any period of informal dispute resolution as set forth in this Section 16.5, the statute of limitations and any filing fee deadlines will be suspended for the duration of such discussions.

16.6 Commencement of Arbitration. If the parties are unable to resolve any claims within sixty (60) days despite good faith efforts, then either you or we may start arbitration or small claims court proceedings. You agree that you may not commence any arbitration or file a Claim in small claims court unless and until sixty (60) days have elapsed following Silk and Sonder's receipt of your Notice of Claim. If an arbitration is commenced for a Claim that qualifies for small claims court, you and Silk and Sonder agree that either you or Silk and Sonder may elect to have the Claim resolved in small claims court instead and that, upon written notice of a party's election, the American Arbitration Association ("AAA") will administratively close the arbitration proceeding. In the event of a dispute regarding whether a Claim qualifies for small claims court, such small claims court, and not an arbitrator, will resolve the dispute and the arbitration proceeding will remain closed unless and until a decision by such small claims court that the Claim should proceed in arbitration. A form of notice and a form to initiate arbitration are available for download at www.adr.org or by calling 1-800-778-7879. 

16.7 Arbitration Rules. The arbitration of all disputes will be administered by the AAA under its rules in effect at the time the arbitration is commenced, available at www.adr.org or by calling 1-800-778-7879, except to the extent any of those rules conflict with our agreement in these Terms, in which case these Terms will govern to the extent of the conflict. Except as you and Silk and Sonder otherwise agree, any arbitration hearings will take place in the county (or parish) of either your residence or of the mailing address you provided in your Notice of Claim.

16.8 Arbitrator Selection. The arbitrator will be either: (a) a retired judge; or (b) an attorney specifically licensed to practice law in the state of California or the state of your residence and will be selected by the parties from the AAA's National Roster of arbitrators, as follows: (i) the AAA will send the parties a list of five (5) candidates meeting the foregoing criteria; (ii) if the parties cannot agree on an arbitrator from the list, each party shall return its list to the AAA within ten (10) days, striking up to two (2) candidates, and ranking the remaining candidates in order of preference; (iii) the AAA shall appoint as arbitrator the candidate with the highest aggregate ranking; and (iv) if for any reason the appointment cannot be made according to this procedure, the AAA may exercise its discretion in appointing the arbitrator. All arbitrators appointed pursuant to this process are subject to the disclosure and disqualification procedures set forth in the AAA rules and any applicable laws. The arbitrator is bound by these Terms. Except as otherwise provided below, all issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration provision.

16.9 Administrative Conference. The parties agree that an administrative conference with the AAA shall be conducted in each arbitration proceeding, and you and a representative of Silk and Sonder shall appear at the administrative conference via telephone. If you fail to appear at the administrative conference, regardless of whether your counsel attends, the AAA will administratively close the arbitration proceeding without prejudice, unless you show good cause as to why you were not able to attend the conference.

16.10 Decision of Arbitrator. The arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based. The award shall be binding only among the parties and shall have no preclusive effect in any other arbitration or other proceeding involving a different party. Silk and Sonder will not seek to recover its attorneys' fees and costs in arbitration from you unless the arbitrator finds that either the substance of your claim or the relief sought in your demand for arbitration (a "Demand for Arbitration") was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)). Judgment on any award may be entered in any court having jurisdiction. This agreement to arbitrate shall not preclude any party to the arbitration from at any time seeking injunctions or other forms of equitable relief in aid of arbitration from a court of appropriate jurisdiction including whether a Demand for Arbitration is filed in violation of these Terms.

16.11 Injunctive Relief. Unless you or Silk and Sonder seek to have a Claim resolved in small claims court, the arbitrator may award on an individual basis any relief that would be available in a court, including injunctive or declaratory relief and attorneys' fees. If you seek injunctive or declaratory relief, you agree that the arbitrator may award injunctive or declaratory relief in favor of you alone, and only to the extent necessary to resolve your individual Claim. 

16.12 Payment of Fees. Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules. If you initiate an arbitration, you are required to pay AAA's initial filing fee, but Silk and Sonder will reimburse you for this filing fee at the conclusion of the arbitration to the extent it exceeds the fee for filing a complaint in a federal or state court in your county of residence or in the State of California. If the arbitrator finds that either the substance of your Claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules and Silk and Sonder will not reimburse your initial filing fee. The parties agree that the AAA has discretion to modify the amount or timing of any administrative or arbitration fees due under the AAA Rules where it deems appropriate, provided that such modification does not increase the AAA fees to you or Silk and Sonder and you and Silk and Sonder waive any objection to such fee modification.

16.13 No Representative Proceedings. You and Silk and Sonder 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, if you have elected an arbitration, unless both you and Silk and Sonder otherwise agree, the arbitrator may not consolidate any other person's Claims with your Claims and may not otherwise preside over any form of a representative or class proceeding. If Silk and Sonder believes that any Claim you have filed in arbitration or in court is inconsistent with the limitations in this paragraph, then you agree that Silk and Sonder may seek an order from a court determining whether your Claim is within the scope of the Class Action Waiver. If this Class Action Waiver is found to be unenforceable, then the entirety of this Section 16 (Arbitration Agreement) shall be null and void.

  1. MISCELLANEOUS.

This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any principles of conflicts of law. Subject to Section 16, you agree that any action at law or in equity arising out of or relating to this Agreement or the Service shall be filed only in the state or federal courts in California (or a small claims court of competent jurisdiction) and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. 

This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without our prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.

We shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages or delays of transportation or shipping facilities, fuel, energy, labor or materials.

Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.

If any portion of this Agreement is held to be invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect. This is the entire agreement between us relating to the subject matter herein and shall not be modified except in a writing, signed by both parties, or by a Change to this Agreement made by us as set forth herein. Under this Agreement, you consent to receive communications from us electronically.

In accordance with California Civil Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

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