Platform Terms
Last Updated: October 25, 2021
Welcome, and thank you for your interest in Owner.com, Inc. (“Owner,” “we,” or “us”) and our website at www.owner.com, along with our related websites, networks, applications, mobile applications, and other services provided by us (collectively, the “Platform”). These Platform Terms are a legally binding contract between you and Owner regarding your use of the Platform.
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
BY CLICKING “I ACCEPT,” BY MAKING A PURCHASE ON OR THROUGH THE PLATFORM OR BY OTHERWISE ACCESSING OR USING THE PLATFORM, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE PLATFORM, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING OWNER’S PRIVACY POLICY (TOGETHER, THESE “TERMS”). If you are not eligible, or do not agree to the Terms, then you do not have our permission to use the PLATFOrM. YOUR USE OF THE PLATFORM, AND OWNER’S PROVISION OF THE PLATFORM TO YOU, CONSTITUTES AN AGREEMENT BY OWNER AND BY YOU TO BE BOUND BY THESE TERMS.
Arbitration NOTICE. Except for certain kinds of disputes described in Section 20, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND OWNER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (See Section 20).
1. Overview. Owner’s Platform is a virtual marketplace that connects users with local restaurants, their authorized licensees or franchisees, or purveyors of food (collectively, “Restaurants”) and Owner’s third party delivery service providers (“Delivery Partners”). You may order food through the Platform from Restaurants for pickup or delivery.
2. Owner is not a Restaurant. Owner is not a restaurant or food preparation entity. The Restaurants operate independently of Owner, and are required to comply with federal, state and local laws, rules, regulations and standards pertaining to the preparation, sale and marketing of food, including food preparation and safety and menu disclosure. Owner is not liable or responsible for Restaurants’ food preparation or safety and does not verify their compliance with any applicable laws. Owner does not guarantee the quality of what the Restaurants sell. Owner does not independently verify, and is not liable for, any statements or representations made by the Restaurant, whether or not on or through the Platform.
3. Owner is not a Delivery Service. Owner does not provide delivery services. Delivery of your orders may be fulfilled by a Delivery Partner or by the Restaurants themselves. Owner makes no promises or guarantees with respect to any delivery services provided to you, whether by Restaurants themselves or by Owner’s Delivery Partners.
4. Eligibility. You must be at least 18 years old to use the Platform. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Platform; and (c) your registration and your use of the Platform is in compliance with any and all applicable laws and regulations. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.
5. Alcoholic Beverages. Some locations may permit the ordering and delivery of alcoholic beverages. In such locations, if you place an order that includes any alcoholic beverage, you represent and warrant that you are at least 21 years of age. Upon delivery or pickup, as applicable, you agree that your receipt of such alcoholic beverages will be subject to you presenting a government-issued identification card, evidencing your age, consistent with applicable legal requirements. You acknowledge that delivery or pickup of alcoholic beverages may be withheld if you appear or the individual receiving the delivery or picking up the alcoholic beverage appears intoxicated at the time of pick up or delivery. If you fail to comply with the requirements of this Section or if the alcoholic beverages are withheld in accordance with this Section, you agree that such alcoholic beverages will not be released to you and that you will not receive any refund for the cost of such alcoholic beverages.
6. Accounts and Registration. To access certain features of the Platform, you may be required to register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your name, email address, or other contact information. You agree that the information you provide to us is accurate and that you will keep it accurate and up-to-date at all times. When you register, you will be asked to provide a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you must immediately notify us at contact@owner.com.
7. Purchases. Certain features of the Platform may allow you to make purchases from Restaurants. Before you make any payment for purchases, you will have an opportunity to review and accept the amounts that you will be charged. All amounts are in U.S. Dollars and are non-refundable.
7.1 Price. You acknowledge that Owner does not determine the prices set by Restaurants on the Platform, and that the Restaurants reserve the right to determine pricing for its goods and services. Owner will make reasonable efforts to keep pricing information on the Platform up to date and may change or update the pricing information listed on the Platform, including additional fees or charges, if Owner gives you advance notice of changes before they apply. Owner may, at its sole discretion, make promotional offers with different features and different pricing to any of Owner’s users. These promotional offers, unless made to you, will not apply to you or these Terms.
7.2 Authorization. You authorize Owner and its third-party payment processors to charge all sums for the purchases that you make on or through the Platform, as described in these Terms or published by Owner, including all applicable taxes, to the payment method specified in your account or provided at check-out. If you pay any fees with a credit card, Owner or its third-party payment processors may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.
7.3 Delinquent Accounts. Owner may suspend or terminate access to the Platform for any account for which any amount is due but unpaid. In addition to the such outstanding amounts due, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees.
8. Rewards Programs; Promotions. Restaurants may, from time to time, offer promotions, loyalty programs or other rewards programs through which you may receive rewards or benefits from such Restaurant (“Promotions and Rewards Programs”). Promotions and Rewards Programs are not managed or provided by Owner and Owner disclaims any and all liability arising out of or in connection with such Promotions and Rewards Programs. Unless otherwise expressly agreed by Restaurant or Owner in writing, any rewards, points or other benefits provided by Restaurant or received by you in connection with a Promotion and Rewards Program is not a gift certificate, are promotional, have no cash value and may not be exchanged for cash.
9. Authorization to Use; Restrictions
9.1 Authorizations. Subject to your complete and ongoing compliance with these Terms, Owner hereby: (a) authorizes you to access and use the Platform and (b) grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use one object code copy of any mobile application associated with the Platform obtained from a legitimate marketplace (whether installed by you or pre-installed on your mobile device by the device manufacturer) on a mobile device that you own or control.
9.2 License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Platform; (b) make modifications to the Platform; or (c) interfere with or circumvent any feature of the Platform, including any security or access control mechanism. If you are prohibited under applicable law from using the Platform, you may not use it.
9.3 Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Platform (“Feedback”), then you hereby grant Owner an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Platform and create other products and services.
10. Ownership; Proprietary Rights. The Platform is owned and operated by Owner. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Platform (“Materials”) provided by Owner are protected by intellectual property and other laws. All Materials included in the Platform are the property of Owner or its third party licensors. Except as expressly authorized by Owner, you may not make use of the Materials. Owner reserves all rights to the Materials not granted expressly in these Terms.
11. Third Party Terms
11.1 Third Party Services and Linked Websites. Owner may provide tools through the Platform that enable you to export information, including User Content, to third party services. By using one of these tools, you agree that Owner may transfer that information to the applicable third party service. Third party services are not under Owner’s control, and, to the fullest extent permitted by law, Owner is not responsible for any third party service’s use of your exported information. The Platform may also contain links to third party websites. Linked websites are not under Owner’s control, and Owner is not responsible for their content.
11.2 Third Party Software. The Platform may include or incorporate third party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third Party Components”). Although the Platform is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third Party Components under the applicable third party licenses or to limit your use of Third Party Components under those third party licenses.
12. User Content
12.1 User Content Generally. Certain features of the Platform may permit users to upload content to the Platform, including messages, reviews, photos, video, images, folders, data, text, and other types of works (“User Content”) and to publish User Content on the Platform. You retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Platform.
12.2 Limited License Grant to Owner. By providing User Content to or via the Platform, you grant Owner a worldwide, non-exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, display, perform, reproduce, modify for the purpose of formatting for display, and distribute your User Content, in whole or in part, in any media formats and through any media channels now known or hereafter developed.
12.3 Limited License Grant to Other Users. By providing User Content to or via the Platform to other users of the Platform, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Platform.
12.4 User Content Representations and Warranties. Owner disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via Platform. By providing User Content via the Platform, you affirm, represent, and warrant that:
a. you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Owner and users of the Platform to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Owner, the Platform, and these Terms;
b. your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Owner to violate any law or regulation; and
c. your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
12.5 User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users post or publish and will not be in any way responsible or liable for User Content. Owner may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that, when using the Platform, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Owner with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Owner does not permit copyright-infringing activities on the Platform.
12.6 Monitoring Content. Owner does not control and does not have any obligation to monitor: (a) User Content; (b) any content made available by third parties; or (c) the use of the Platform by its users. You acknowledge and agree that Owner reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Platform for operational and other purposes. If at any time Owner chooses to monitor the content, Owner still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy (defined below).
13. Prohibited Conduct. BY USING THE PLATFORM, YOU AGREE NOT TO:
a. use the Platform for any illegal purpose or in violation of any local, state, national, or international law;
b. violate, or encourage others to violate, any right of a third party, including by infringing or misappropriating any third party intellectual property right;
c. interfere with security-related features of the Platform, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Platform except to the extent that the activity is expressly permitted by applicable law;
d. interfere with the operation of the Platform or any user’s enjoyment of the Platform, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Platform; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Platform;
e. perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Platform account without permission, or falsifying your age or date of birth;
f. sell or otherwise transfer the access granted under these Terms or any Materials or any right or ability to view, access, or use any Materials; or
g. attempt to do any of the acts described in this Section 13 or assist or permit any person in engaging in any of the acts described in this Section 13.
14. Digital Millennium Copyright Act. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). Please review our copyright policy available at [LINK] (the “Copyright Policy”). The Copyright Policy is incorporated by this reference into, and made a part of, these Terms.
15. Modification of these Terms. We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Platform. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Except as expressly permitted in this Section 15, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
16. Term, Termination and Modification of the Platform
16.1 Term. These Terms are effective beginning when you accept the Terms or first make a purchase through, or otherwise access, or use the Platform, and ending when terminated as described in Section 16.2.
16.2 Termination. If you violate any provision of these Terms, your authorization to access the Platform and these Terms automatically terminate. In addition, Owner may, at its sole discretion, terminate these Terms or your account on the Platform, or suspend or terminate your access to the Platform, at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting customer service at contact@owner.com.
16.3 Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Platform; (b) you will no longer be authorized to access your account or the Platform; (c) you must pay Owner any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and Sections 9.3, 10, 12, 16.3, 17, 18, 19, 20, and 21 will survive.
16.4 Modification of the Platform. Owner reserves the right to modify or discontinue the Platform at any time (including by limiting or discontinuing certain features of the Platform), temporarily or permanently, without notice to you. Owner will have no liability for any change to the Platform or any suspension or termination of your access to or use of the Platform.
17. Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Platform, and you will defend and indemnify Owner and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Owner Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Platform; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
18. Disclaimers; No Warranties
YOU ARE SOLELY RESPONSIBLE FOR, AND ASSUME ALL RISKS RELATED TO, THE PROPER HANDLING, PREPARATION, STORAGE, USE, AND CONSUMPTION OF THE PRODUCTS YOU PURCHASE THROUGH THE PLATFORM. YOU ARE ALSO SOLELY RESPONSIBLE FOR KNOWING ABOUT ANY FOOD ALLERGIES YOU MAY HAVE AND VERIFYING SUCH PRODUCTS AND THEIR CONTENTS BEFORE HANDLING, PREPARING, USING, OR CONSUMING SUCH PRODUCTS. OWNER DISCLAIMS ANY AND ALL RESPONSIBILITY FOR THE FOOD PRODUCTS YOU PURCHASE THROUGH THE PLATFORM, FOR ANY DELIVERY SERVICES OR OTHER SERVICE PROVIDED BY A RESTAURANT OR DELIVERY PARTNER, AND FOR ANY PROMOTIONS AND REWARDS PROGRAMS.
THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. OWNER DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE PLATFORM AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE PLATFORM, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. OWNER DOES NOT WARRANT THAT THE PLATFORM OR ANY PORTION OF THE PLATFORM, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE PLATFORM, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND OWNER DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE PLATFORM OR OWNER ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE PLATFORM WILL CREATE ANY WARRANTY REGARDING ANY OF THE OWNER ENTITIES OR THE PLATFORM THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE PLATFORM AND YOUR DEALING WITH ANY OTHER PLATFORM USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE PLATFORM AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE PLATFORM) OR ANY LOSS OF DATA, INCLUDING USER CONTENT.
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Owner does not disclaim any warranty or other right that Owner is prohibited from disclaiming under applicable law.
19. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE OWNER ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE PLATFORM OR ANY MATERIALS OR CONTENT ON THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY OWNER ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.
EXCEPT AS PROVIDED IN SECTION 20.5(ii) AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE OWNER ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE PLATFORM OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO OWNER FOR ACCESS TO AND USE OF THE PLATFORM IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; AND (B) $100.
EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 19 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
20. Dispute Resolution and Arbitration
20.1 Generally. In the interest of resolving disputes between you and Owner in the most expedient and cost effective manner, and except as described in Section 20.2 and 20.3, you and Owner agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND OWNER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
20.2 Exceptions. Despite the provisions of Section 20.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.
20.3 Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 20 within 30 days after the date that you agree to these Terms by sending a letter to Owner.com, Inc., Attention: Legal Department – Arbitration Opt-Out, 530 Lytton Avenue, 2nd Floor, Palo Alto, CA 94301 that specifies: your full legal name, the email address associated with your account on the Platform, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Owner receives your Opt-Out Notice, this Section 20 will be void and any action arising out of these Terms will be resolved as set forth in Section 21.2. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
20.4 Arbitrator. Any arbitration between you and Owner will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Owner. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
20.5 Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Owner’s address for Notice of Arbitration is: Owner.com, Inc., 530 Lytton Avenue, 2nd Floor, Palo Alto, CA 94301. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Owner may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Owner must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Owner in settlement of the dispute prior to the award, Owner will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.
20.6 Fees. If you commence arbitration in accordance with these Terms, Owner will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in the City and County of San Francisco, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or 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. In that case, you agree to reimburse Owner for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
20.7 No Class Actions. YOU AND OWNER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Owner agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.
20.8 Modifications to this Arbitration Provision. If Owner makes any future change to this arbitration provision, other than a change to Owner’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Owner’s address for Notice of Arbitration, in which case your account on the Platform will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
20.9 Enforceability. If Section 20.7 or the entirety of this Section 20 is found to be unenforceable, or if Owner receives an Opt-Out Notice from you, then the entirety of this Section 20 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 21.2 will govern any action arising out of or related to these Terms.
21. Miscellaneous
21.1 General Terms. These Terms, together with the Privacy Policy, the Copyright Policy, and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and Owner regarding your use of the Platform. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to”. If any part of these Terms is held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.
21.2 Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles that would result in the application of the laws of another jurisdiction. You and Owner submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles County, California for resolution of any lawsuit or court proceeding permitted under these Terms.
21.3 Privacy Policy. Please read our Privacy Policy [link to privacy policy] (the “Privacy Policy”) carefully for information relating to our collection, use, storage, disclosure of your personal information. The Privacy Policy is incorporated by this reference into, and made a part of, these Terms.
21.4 Additional Terms. Your use of the Platform is subject to all additional terms, policies, rules, or guidelines applicable to the Platform or certain features of the Platform that we may post on or link to from the Platform or that you agree to in connection with certain technology or services made available to you by or on behalf of Owner (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.
21.5 Consent to Electronic Communications. By using the Platform, you consent to receiving certain electronic communications from us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
21.6 Contact Information. The Platform is offered by Owner.com, Inc., located at 530 Lytton Avenue, 2nd Floor, Palo Alto, CA 94301. You may contact us by sending correspondence to that address or by emailing us at contact@owner.com.
21.7 Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Platform or to receive further information regarding use of the Platform.
21.8 No Support. We are under no obligation to provide support for the Platform. In instances where we may offer support, the support will be subject to published policies.
21.9 International Use. The Platform is intended for visitors located within the United States. We make no representation that the Platform is appropriate or available for use outside of the United States. Access to the Platform from countries or territories or by individuals where such access is illegal is prohibited.