THESE TERMS OF SERVICE (“AGREEMENT”) ARE A LEGAL AGREEMENT BETWEEN YOU (“YOU”, “YOUR”, OR “CUSTOMER”) AND SAY IT WITH A SOCK LLC (“WE” OR “SAY IT WITH A SOCK LLC”), THE OWNER AND OPERATOR OF THE WWW.SAYITWITHASOCK.COM WEBSITE (THE “SITE”). THIS AGREEMENT STATES THE TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE SITE, AND YOUR PURCHASE OF THE MEMBERSHIPS AND PRODUCTS SOLD ON THIS SITE. BY ACCESSING AND USING THE SITE, YOU ARE INDICATING THAT YOU ACCEPT, AND AGREE TO COMPLY WITH, THIS AGREEMENT. IF YOU DO NOT ACCEPT THIS AGREEMENT, YOU ARE NOT PERMITTED TO, AND YOU MUST NOT, ACCESS OR USE THE SITE OR PURCHASE PRODUCTS FROM, OR MEMBERSHIPS TO, THE SITE.By signing up for a Membership (as defined below), you represent, acknowledge and agree thatyou are at least 18 years of age, or if you are under 18 years of age but are at least 13 years old, that you are using the Site with the consent of your parent or legal guardian and that you have received your parent’s or legal guardian’s permission to enter into this Agreement. If you are a parent or legal guardian who is registering for a child, you hereby agree to bind your child to this Agreement and to fully indemnify, release and hold harmless Say it with a Sock LLC if your child breaches or disaffirms any term or condition of this Agreement.PLEASE BE ADVISED THAT THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW DISPUTES BETWEEN US ARE RESOLVED, WHICH INCLUDE A JURY TRIAL WAIVER AND A CLASS ACTION WAIVER.
1 – CHANGES TO SITE; PERSONAL INFORMATION/PRIVACY
1.1 – Changes to the site
Say it with a Sock LLC may add to, change or remove any part of the Site, including, without limitation, any Content (as defined below) therein, at any time without prior notice to you.
1.2 – Personal Information
Customers agree to provide accurate, current, and complete information as required for the purchase of the Products and Memberships (both as defined below in Section 3.1). Say it with a Sock LLC reserves the right to block further sales to Customers who provide false, inaccurate or incomplete data. Customer acknowledges that Say it with a Sock LLC uses a third party payment processing service to process orders and bill fees to your credit card.
1.3 – Privacy
2 – PASSWORDS; USE OF SITE
2.1 – Passwords
You are responsible for maintaining the confidentiality of your passwords, and you are responsible for all activities that occur using your passwords or accounts. You agree not to share your passwords, let anyone else access your passwords or do anything else that might jeopardize the security of your passwords. You agree to notify Say it with a Sock LLC if there is any unauthorized use of your password on this Site or if you know of any other breach of security in relation to this Site.
2.2 – Use of Site; Prohibitions
Subject to your compliance with this Agreement, Say it with a Sock LLC hereby grants you a limited, personal, revocable, non-transferable, non-sub-licensable, and non-exclusive license to access the Site and use the content, information, text, images, graphics, interfaces, audio and video clips and any other materials displayed on the Site (collectively, the “Content”), solely for your personal, non-commercial use. You may not copy, modify, reproduce, publicly display or perform, distribute, or otherwise use the Content except as expressly set forth in this Agreement. You may not remove any copyright or other proprietary notices from any Content. If you breach any term of this Agreement, your authorization to use the Site and Content automatically terminates without notice to you.You hereby represent and warrant that you will not, and will not induce any third party to: (a) attempt to disable or circumvent any security mechanisms used by the Site or Content or otherwise attempt to gain unauthorized access to any portion of the Site or Content or any other systems or networks connected to the Site, or to any server of Say it with a Sock LLC or its third party service providers, by hacking, password “mining”, or any other illegal means; (b) use any “deep-link”, “page-scrape”, “robot”, “spider”, or other automatic device, program, algorithm or methodology, or any comparable manual process, to access, acquire, copy, or monitor any portion of the Site or Content; (c) use any device, software or routine to interrupt or interfere with, or attempt to interrupt or interfere with, the proper operation and working of the Site or with any other person’s use of the Site; (d) track or seek to trace any information on any other person who visits the Site; (e) use the Site or Content for, or in connection with, any illegal purpose, to solicit, facilitate, encourage, condone, or induce any illegal activity, or as otherwise prohibited by this Agreement or applicable laws, rules or regulations; or (f) copy, modify, create a derivative work of, reverse engineer, decompile, or otherwise attempt to extract the source code of any proprietary software used to provide, maintain, or otherwise applicable to the Site or Content.
2.3 – Chat Sessions
3 – TERMS OF SALE
3.1 – Sales of Products and Memberships to End Users Only
Say it with a Sock LLC sells socks and other fashion related accessories (the “Product(s)”) from the Site to end-user customers who purchase monthly memberships to receive the Products (“Membership(s)”) only for their own personal, non-commercial use. You may not purchase Products or Memberships for further distribution or resale or for any other commercial or business purpose unless otherwise given permission in writing or email from Say it with a Sock LLC. The Membership and all rights and privileges conferred are personal and non-transferable.
3.2 – Pricing
Pricing for Products and Memberships (including any applicable shipping and handling fees) can be found on Say it with a Sock LLC’s then-current pricing page located on the Site at: http://sayitwithasock.com/sign-up/. The price that we will charge you for the Products and Memberships will be the price as posted on the Site on the date you first sign-up for a Membership to the Site. Say it with a Sock LLC reserves the right to change prices for Products and Memberships at any time, and does not provide price protection or refunds in the event of promotions or price decreases.
3.3 – Refund/Cancellation Policy
Say it with a Sock LLC does not issue any refunds for any shipped items. If you are dissatisfied with the service prior to your current month’s shipment being shipped from Say it with a Sock LLC, you can request a refund for all outstanding shipments by emailing Say it with a Sock LLC directly. Refund requests must be made directly to Say it with a Sock LLC at [email protected]. All refund requests must be made within thirty (30) days of the date of shipment by Say it with a Sock LLC. Say it with a Sock LLC is not liable for Products that are damaged or lost in transit to Say it with a Sock LLC. Promptly following Say it with a Sock LLC’s receipt of your request (typically within five (5) business days), Say it with a Sock LLC will credit the amount paid for the outstanding shipments (less any shipping and handling costs/fees related to the original purchase, which are non-refundable) to the credit card you used to make the original purchase. Notwithstanding the foregoing, Say it with a Sock LLC does not control when a specific credit card company processes a chargeback transaction. You are responsible for contacting your credit card company if you have questions about the status of the chargeback.Say it with a Sock LLC will not provide a refund for a request that is received by Say it with a Sock LLC after the date of shipment. Say it with a Sock LLC also does not provide a refund for returned Products that are damaged due to misuse, lack of care, mishandling, accident, abuse or other abnormal use.
Say it with a Sock LLC accepts credit card payments only. You agree to pay all fees charged to your account based on Say it with a Sock LLC’s fees, charges, and billing terms in effect as shown on the payment page when you first sign-up for a Membership to the Site. You are also responsible for paying any sales and use taxes and shipping and handling fees that may apply to your purchase of Products or Memberships based on the address that you provide as the shipping address when you register for a Membership, and you authorize Say it with a Sock LLC or the third party payment processing service provider that we engage to charge your credit card for any such taxes and fees. All payments shall be made by credit card in advance prior to shipping the Products. If you do not pay on time or if your credit card cannot be charged for any reason, Say it with a Sock LLC reserves the right to either suspend or terminate your account and Membership and terminate these Terms of Service. All sales and payments will be in US Dollars.Say it with a Sock LLC and Say it with a Sock LLC’s third party payment service provider may receive updated credit card information from your credit card issuer. The disbursement of the updated credit card information is provided to Say it with a Sock LLC and Say it with a Sock LLC’s third party payment service provider at the election of your credit card issuer. Neither Say it with a Sock LLC nor Say it with a Sock LLC’s third party payment service provider are responsible for the distribution of your credit card information. It is at the sole election of your credit card issuer. Your credit card issuer may give you the right to opt out of the update service. It is your responsibility to contact your credit card issuer with regards to your right to opt out of the update service.IMPORTANT NOTICE TO CONSUMER:AUTOMATIC MEMBERSHIP RENEWAL FEES WILL BE AUTOMATICALLY CHARGED TO YOUR CARD ON FILE EACH MONTH, THREE MONTHS, SIX MONTHS OR ANUALLY. Say it with a Sock LLC will automatically renew your Membership on each monthly anniversary date of the Membership and, as authorized by you by signing up for your sock subscription, we will charge your credit card with the applicable Membership fee and any shipping and handling costs and sales or similar taxes that may be imposed on your Membership fee payments. Each Membership renewal period is defined on the checkout page.MEMBERSHIP CANCELLATION. You may cancel your Membership at any time by logging on to your account within Sayitwithasock.com. To cancel a membership, please log in to your account on the Site and select the “edit” link at the bottom of the respective subscription, then clicking on the ‘CANCEL SUBSCRIPTION’ button at the bottom of the page. All cancellation requests must be received by the fifteenth day of the month. Cancellation requests received after the first payment shall take effect the following payment term. If you have any problems, please email [email protected] Say it with a Sock LLC requires a reasonable amount of time to process your Membership cancellation request. If you cancel your Membership, you will enjoy your Membership benefits until the end of the then-current Membership term, and your Membership benefits will expire at the end of the then-current Membership term for which you have paid. 3.5 – Shipping and Product AcceptanceThe shipment date will be determined according to whichever date is closer to the date of the Customer’s first purchase date. Shipping dates are estimates only. All shipments are sent Priority Mail or First-Class mail via the US Postal Service. The risk of loss and title for all Products purchased via the Site pass to the Customer upon delivery of the item to the carrier.
4.1 – PRIVACY
4.2 – HOW THE PROGRAM WORKS:
Generally: To participate, a Member shall provide the Prospective Member with the Member’s Personal Link. The Prospective Member must click on the Personal Link and complete the sign up in the same session. If the Prospective Member does not complete the sign up in the same session, the Member will be not be credited for that referral and will not be eligible for the Credit, even if the Prospective Member subsequently signs up for a Membership. For purposes of clarification, completion of sign-up in the same session means clicking the Personal Link provided by Member and completing Say it with a Sock LLC service sign-up within a reasonable period of time and without the Prospective Member closing their Internet browser or pressing the back button.
To be eligible for Program and to receive Credits, a Member must:
Be a legal resident of the United States;
Be at least 18 years old;
Have provided the Prospective Customer with their correct unique Personal Link; and
Have a Membership account in good standing with Say it with a Sock LLC.
Employees of the Company, its service providers or any of its or their subsidiaries, affiliates or promotional agencies, including immediate family and household members, are not eligible.
Personalized Referral Links
Company offers Members the opportunity to create their own personalized referral name (“Personalized Referral Link”). These Personalized Referral Links may be of any length and include any combination of words and/or numbers of the Member’s choosing. Personalized Referral Links shall be on a first come, first served basis. You can check Your Personalized Referral Link by going to sayitwithasock.com/referral/. Company is in no way responsible for confirming or ensuring that the Personalized Referral Link is accurate or correctly formatted or spelled. Under no circumstances may a Member transfer or sell a Personalized Referral Link to another Member. Notwithstanding the foregoing, the Company reserves the right to revoke, ban, or amend any Personalized Referral Link at any time and for any reason. Any or all Credits earned through a revoked, banned, or amended Personalized Referral Link may be removed from Member’s account by Company. For purposes of clarification, but in no way limiting the Company’s rights to revoke, ban, or amend any Personalized Referral Link, the following Personalized Referral Links are explicitly banned and may be grounds for suspension of Membership and removal of any Credits earned:
Personalized Referral Links that imply a discount or savings on Membership
Personalized Referral Links that Company deems to be obscene, racist, sexist, or offensive in its sole discretion;
Personalized Referral Links that use a trademark, copyright, or the name of another individual.
Personalized Referral Links that are promoted, advertised, or publicized on any Company owned or operated websites, third party websites, social networks, and any other similarly situated Internet site, property, location, or asset where Company is an Administrator or Trustee. By way of example, this includes but is not limited to Facebook, Twitter, Pinterest, Company Blog, or any other similarly situated websites.
Making a Referral
Members can refer Prospective Members by giving their Personal Link to the Prospective Member. Once a Prospective Member uses a Member’s Personal Link and successfully completes the signup process for the Say it with a Sock LLC services, the Member may receive a communication from the Company confirming that the Prospective Member has signed up. The confirmation communication to the Member shall include some of the Prospective Member’s personal information provided to Company such as name and email address. A Member’s failure to receive such a confirmation communication means that the Prospective Member failed to complete the signup process (during the same session, or at all) and no Credit will have been earned. The Member and/or the Prospective Member may email Company any comments or questions in regard to a failed referral, but whether to award Member the Credit shall be at Company’s sole discretion. Prospective Members must satisfy the requirements of these Terms and Conditions and consent to receiving communications from Say it with a Sock LLC. Members may not refer themselves.
For purposes of emphasis and clarification, by using a Personal Link, a Prospective Member acknowledges and affirms his/her understanding that some of his/her personal information, including but not limited to his/her name and email address, may be sent to the Member who provided the Personal Link as confirmation of the Prospective Member’s successful referral and sign-up with Say it with a Sock LLC. Accordingly, Say it with a Sock LLC strongly advises that Prospective Members only use a Personal Link they receive from someone whom they personally know and trust. For their own security, Prospective Members should not use a Personal Link if they receive it from an unknown, untrusted, or public source, such as an Internet forum.
A Qualified Referral means that all the following conditions are met:
The Prospective Member completed the registration process for a Membership using the Member’s Personal Link. If a Prospective Member registers for a Membership using any other link or method, the registration will not count as a Qualified Referral and the Member will not be rewarded a Credit;
The Prospective Member was not previously registered with the Service under any other email address or alias; and
The Prospective Member is a) at least 18 years old; b) meets the eligibility requirements to become a Member of Say it with a Sock LLC’s services; and c) has consented to receiving communications from Say it with a Sock LLC.
Value of Credit
Credits have absolutely no monetary value and may not, under any circumstances, be redeemed for cash or any cash equivalent including but not limited to gift cards, certificates, or refunds. Company may cancel, amend or revoke the Credit at any time for any reason.
Transfer of Credits
Credits are personal to the Member and are not transferable and may not be auctioned, traded, bartered or sold, whether by operation of law or otherwise. Upon termination of the Program or any portion thereof for any reason, or upon cancellation of a Member’s account for any reason, any unredeemed Credits (including without limitation any unapplied credits) accumulated by the Member are forfeited.
4.3 – LIABILITY:
By participating in the Program, both Members and Prospective Members agree:
To Defend, indemnify, release and hold harmless the Company, its service providers and their respective parent companies, affiliates and subsidiaries, together with their respective employees, directors, officers, licensees, licensors, shareholders, attorneys and agents including, without limitation, their respective advertising and promotion entities and any person or entity associated with the production, operation or administration of the Program (collectively, the “Released Parties”), from any and all claims, actions, demands, damages, losses, liabilities, costs or expenses caused by, arising out of, in connection with, or related to their participation in the Program (including, without limitation, any property loss, damage, personal injury or death caused to any person(s) and/or the awarding, receipt and/or use or misuse of the Program or any Credit); and
To Receive communications from Company from time to time.d. That Company shall not be liable for:
Late, lost, delayed, stolen, misdirected, incomplete, inaccurate, unreliable, garbled or unintelligible registrations, links, communications or affidavits, regardless of the method of transmission;
Data corruption, theft, destruction, unauthorized access to or alteration of account information or other materials;
Any injuries, losses or damages of any kind resulting from acceptance, possession or use of a Credit, or from participation in the Program, that were not reasonably foreseeable to the Company at the relevant time;
Any printing, typographical, administrative or technological errors in any websites or materials associated with the Program; or
Claims, demands, and damages in disputes among users of the Program.
4.4 – DISCLAIMERS:
The Company disclaims any liability for damage to any computer system resulting from participating in, or accessing or downloading information in connection with the Program, and reserve the right, in their sole discretion, to cancel, modify or suspend the Program should a virus, bug, computer problem, unauthorized intervention or other causes beyond the Company’s control, corrupt the administration, security or proper play of the Program.
The Company shall not be liable to any Member for failure to supply any Credit or any part thereof, by reason of any acts of God, any action(s), regulation(s), order(s) or request(s) by any governmental or quasi-governmental entity (whether or not the action(s), regulations(s), order(s) or request(s) prove(s) to be invalid), equipment failure, threatened terrorist acts, terrorist acts, air raid, blackout, act of public enemy, earthquake, tornado, tsunami, war (declared or undeclared), fire, flood, epidemic, explosion, unusually severe weather, hurricane, embargo, labor dispute or strike (whether legal or illegal), labor or material shortage, transportation interruption of any kind, work slow-down, civil disturbance, insurrection, riot, or any other similar or dissimilar cause beyond any of the Released Parties’ control.
The Company reserves the right to cancel or suspend the Program should it determine, in its sole discretion, that the administration, security or fairness of the Program has been compromised in any way.
Disclaimer of Warranties:
MEMBERS AND PROSPECTIVE MEMBERS EXPRESSLY UNDERSTAND AND AGREE THAT: (A) YOUR USE OF THE PROGRAM IS AT YOUR SOLE RISK, THE PROGRAM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, CONDITIONS AND TERMS (COLLECTIVELY, “PROMISES”) OF ANY KIND, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW OR CUSTOM, INCLUDING, BUT NOT LIMITED TO, PROMISES AS TO PRODUCTS OR SERVICES OFFERED THROUGH THE USE OF THE PROGRAM, IMPLIED PROMISES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT; (B) THE COMPANY MAKES AND GIVES NO PROMISE THAT (i) THE PROGRAM WILL MEET YOUR REQUIREMENTS, (ii) BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS OBTAINED FROM THE USE OF THE PROGRAM WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE PROGRAM WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE SERVICE WILL BE CORRECTED; AND (C) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE PROGRAM IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF ANY SUCH MATERIAL.
4.5 – LIMITATION OF LIABILITY AND INDEMNIFICATION:
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY, INCLUDING ANY VENDORS AND SERVICE PROVIDERS ASSOCIATED WITH OR ASSISTING IN PROVIDING THE PROGRAM, SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE PROGRAM; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH, FROM, OR AS A RESULT OF THE PROGRAM; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR THROUGH THE PROGRAM; OR (v) ANY OTHER MATTER RELATING TO THE PROGRAM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN PROMISES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS IN THIS PARAGRAPH MAY NOT APPLY TO YOU.
TO THE FULLEST EXTENT POSSIBLE BY LAW, THE COMPANY’S, INCLUDING ANY VENDORS AND SERVICE PROVIDERS, MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THE PROGRAM, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY, OR OTHERWISE), WILL NOT EXCEED $100 (ONE HUNDRED DOLLARS).
IN NO EVENT DOES THE COMPANY EXCLUDE OR LIMIT ITS LIABILITY IN RESPECT OF PERSONAL INJURY OR DEATH CAUSED BY ITS NEGLIGENCE, FRAUD, OR ANY OTHER LIABILITY THE LIMITATION OR EXCLUSION OF WHICH IS NOT PERMITTED BY LAW.
4.6 – CONDUCT:
Prohibited Conduct, Generally.
Members agree not to use the Program to:
Violate applicable law;
Stalk, harass, or harm another individual;
Collect or store personal data about other Members;
Impersonate any person or otherwise misrepresent Member’s identity;
Interfere with, disrupt or violate the Terms and Conditions or servers or networks connected to the Program; or disobey any requirements, procedures, policies, or regulations of such networks;
Interfere with another Member’s use of the Program;
Attempt to gain unauthorized access to the Program, other accounts, computer systems, or networks connected to the Program;
Transmit any file that contains viruses, worms, Trojan horses, or any other contaminating or destructive features;
Conduct any illegal activity or solicit the performance of any illegal activity or other activity that infringes the rights of others;
Resell, barter, trade, auction or otherwise generate income by providing access to the Program to others;
Submit personal information relating to third parties to the Program without the consent of those third parties.
Bulk Distribution (“Spam”).
If a Member provides a Personal Link to a Prospective Member by email, the email must be created and distributed in a personal manner that is appropriate and customary for communications with friends, colleagues and family members. By using a Member’s Personal Link, the Prospective Member represents that he/she has given consent to Company to send Member his/her personal information such as full name and email address.
Bulk email distribution, distribution to strangers, or any other promotion of a Personal Link in a manner that would constitute or appear to constitute unsolicited commercial email or “spam” in the Company’s sole discretion is expressly prohibited and may be grounds for immediate termination of the Member’s account and deactivation of the Personal Link. We have a zero-tolerance spam policy.
The Company has no obligation to monitor the content provided by Members; however, the Company may choose to do so and block any email messages, remove any such content, or prohibit any use of the Program.
Fraudulent and Suspicious Behavior
The Company may prohibit a Member from participating in the Program or receiving a Credit, in their sole discretion, if they determine such Member, either directly or indirectly is attempting to undermine the fairness, integrity or legitimate operation of the Program in any way by cheating, hacking, deception, or any other unfair playing practices that would in any way annoy, abuse, threaten or harass any other users or representatives of the Company.
Use of any automated system, script, or macro to participate in the Program or generate Qualified Referrals is strictly prohibited and will result in the responsible Member’s disqualification from the Program.
Members may not enter with multiple or fake email addresses or accounts, use fictitious identities or use any system, bot or other device or artifice to participate in the Program or receive a Credit.
The Company reserves the right to disqualify any Member and/or cancel any Credit(s) if they determine a Member has tampered with the operation of the Program or violated these Terms and Conditions.
The Company reserves the right to suspend, disqualify or terminate any Member’s or Prospective Member’s participation in the Program and forfeit any Credits or credits earned if the Member or Prospective Member is found to have engaged in any prohibited conduct or otherwise violated the provisions of this Section 6. If Members have engaged in prohibited conduct, spam or fraudulent or suspicious behavior that undermines or affects the integrity or credibility of the Program, and the Company is unable to find a solution to restore the integrity and credibility of the Program, then the Company may in its sole discretion cancel, change or suspect the Program.CAUTION: ANY DELIBERATE ATTEMPT TO DAMAGE OR UNDERMINE THE LEGITIMATE OPERATION OF THE PROGRAM MAY CONSTITUTE A VIOLATION OF CRIMINAL AND CIVIL LAWS AND WILL RESULT IN DISQUALIFICATION FROM FURTHER PARTICIPATION IN THE PROGRAM. THE COMPANY RESERVES THE RIGHT TO SEEK REMEDIES AND DAMAGES (INCLUDING ATTORNEY FEES) TO THE FULLEST EXTENT OF THE LAW, INCLUDING CRIMINAL PROSECUTION, IN THE EVENT OF ANY SUCH ATTEMPT.
Say it with a Sock LLC and its personnel do not accept or consider unsolicited ideas, including, without limitation, ideas for new advertising campaigns, new promotions, new or improved products or technologies, product enhancements, processes, materials, marketing plans or new product names. Please do not submit any unsolicited ideas, original creative artwork, suggestions or other works (“Submissions”) in any form to Say it with a Sock LLC or any of its employees. The sole purpose of this policy is to avoid potential misunderstandings or disputes when any of Say it with a Sock LLC’s products, services or marketing strategies might seem similar to ideas submitted to Say it with a Sock LLC. If, despite our request that you not send us your ideas, you still submit them, then regardless of what your correspondence says, the following terms shall apply to your Submissions.You agree that:
Any Submission (including its complete contents) by you to Say it with a Sock LLC will automatically become the property of Say it with a Sock LLC, without any compensation to you;
Say it with a Sock LLC may use or redistribute any Submission and its contents for any purpose and in any way, without any compensation to you;
Say it with a Sock LLC has no obligation to review any Submission; and
Say it with a Sock LLC has no obligation to keep any Submission confidential, and no confidential relationship may be established by or inferred from any such Submissions to, or the consideration of your Submissions by, Say it with a Sock LLC.
7 – THIRD PARTY SITES; INDEMNIFICATION
7.1 – Third Party Web Sites
7.2 – Indemnification
You hereby agree to defend, release, indemnify and hold harmless each of the Say it with a Sock LLC Parties (as defined in Section below) from and against, any and all losses, liabilities, damages, and/or claims (including, without limitation, attorneys’ fees and costs) arising from your breach of this Agreement, or otherwise arising from your use or misuse of the Site, Content or Products.
8 – DISCLAIMER OF WARRANTIES
THE SITE, CONTENT, PRODUCTS AND MEMBERSHIPS ARE FURNISHED TO YOU “AS IS” AND WITHOUT WARRANTIES, REPRESENTATIONS OR CONDITIONS, STATUTORY OR OTHERWISE, OF ANY KIND. SAY IT WITH A SOCK LLC, ON BEHALF OF ITSELF AND ITS AFFILIATES, LICENSORS, SUPPLIERS AND THIRD PARTY SERVICE PROVIDERS, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “SAY IT WITH A SOCK LLC PARTIES”): (A)EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE; (B)DOES NOT REPRESENT OR WARRANT THAT THE SITE, CONTENT, PRODUCTS OR MEMBERSHIPS WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE SITE OR CONTENT WILL BE TIMELY, UNINTERRUPTED, STABLE, OR SECURE; (C)DOES NOT REPRESENT OR WARRANT THAT THE SITE, CONTENT, PRODUCTS OR MEMBERSHIPS WILL BE ERROR-FREE OR THAT ANY DEFECTS WILL BE CORRECTED; AND (D)DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS REGARDING THE USE OF THE SITE, CONTENT OR PRODUCTS IN TERMS OF THEIR ACCURACY, RELIABILITY, TIMELINESS, COMPLETENESS, OR OTHERWISE. YOUR USE OF THE SITE, CONTENT, PRODUCTS OR MEMBERSHIPS IS ENTIRELY AT YOUR OWN DISCRETION AND RISK AND YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE, CONTENT, PRODUCTS AND MEMBERSHIPS.THIS LIMITATION OF REMEDIES IS A PART OF THE BARGAIN BETWEEN YOU AND SAY IT WITH A SOCK LLC. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SAY IT WITH A SOCK LLC OR ANY PERSON ON BEHALF OF SAY IT WITH A SOCK LLC SHALL CREATE A WARRANTY OR CONDITION, OR IN ANY WAY CHANGE THIS EXCLUSION OF WARRANTY.NOTHING IN THIS SECTION 9 SHALL EXCLUDE OR LIMIT THE SAY IT WITH A SOCK LLC PARTIES’ WARRANTIES, REPRESENTATIONS OR CONDITIONS TO THE EXTENT THEY MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH WARRANTIES, REPRESENTATIONS OR CONDITIONS WILL BE EXCLUDED AND LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
9 – LIMITATION OF LIABILITY
IN NO EVENT SHALL ANY SAY IT WITH A SOCK LLC PARTY BE LIABLE TO YOU, OR ANY THIRD PARTY, FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, PROPERTY DAMAGE, LOSS OF VALUE OF THE PRODUCTS OR LOSS OF USE OF THE PRODUCTS, WHETHER BASED ON BREACH OF ANY EXPRESS OR IMPLIED WARRANTY OR CONDITION, BREACH OF CONTRACT OR TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE OR STRICT LIABILITY), EVEN IF A SAY IT WITH A SOCK LLC PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IF, NOTWITHSTANDING THE FOREGOING, A SAY IT WITH A SOCK LLC PARTY IS FOUND TO BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGE OR LOSS WHICH ARISES UNDER OR IN CONNECTION WITH YOUR USE OF THE SITE, CONTENT, PRODUCTS OR MEMBERSHIPS, TO THE FULLEST EXTENT PERMISSIBLE BY LAW THE RELEVANT SAY IT WITH A SOCK LLC PARTY’S TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID SAY IT WITH A SOCK LLC FOR THE PRODUCTS OR MEMBERSHIP, AS APPLICABLE; AND (B) THE SUM OF ONE HUNDRED US DOLLARS (US$100).
NOTHING IN THIS SECTION 10 SHALL EXCLUDE OR LIMIT ANY SAY IT WITH A SOCK LLC PARTY’S LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW, IN WHICH CASE, SUCH SAY IT WITH A SOCK LLC PARTY’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW.
10 – DISPUTE AND ARBITRATION; CLASS ACTION WAIVER; CHOICE OF LAW
1 – Arbitration Agreement; Class Waiver; Waiver of Trial by Jury.Please read this Section (“Arbitration Agreement”) carefully. It is part of your contract with Say it with a Sock LLC and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
Informal Resolution. Most customer concerns can be resolved quickly and to a customer’s satisfaction by writing to our customer service department at [email protected] or Say it with a Sock LLC, Attn: Customer Service, 11111 Santa Monica Blvd #1100, Los Angeles, CA 90025. In the unlikely event that our customer service department is unable to resolve a complaint you may have to your satisfaction, the terms of this Section 12.1 govern dispute resolution between us.
Applicability of Arbitration Agreement. All claims and disputes in connection with the Agreement or the use of any product or service provided by Say it with a Sock LLC that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. This Arbitration Agreement applies to you and Say it with a Sock LLC, and to any of our licensors, suppliers, dealers or third party vendors, subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.
Arbitration Rules. The Federal Arbitration Act governs the interpretation and enforcement of this dispute resolution provision. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of this arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with the Terms (“Arbitration Rules”). The AAA Consumer Arbitration Rules governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. Any hearing will be held in a location within one hundred (100) miles of your residence, unless you reside outside of the United States (in which case hearing will be held in the capital of your country), and unless the parties agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Authority of Arbitrator. The arbitrator will decide the rights and liabilities, if any, of you and Say it with a Sock LLC, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the Arbitration Rules, and the Terms. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and Say it with a Sock LLC.
Waiver of Jury Trial. THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement. Arbitration procedures are typically more limited, more efficient and less costly than rules applicable in court and are subject to very limited review by a court. In the event any litigation should arise between you and Say it with a Sock LLC in any state or federal court in a suit to vacate or enforce an arbitration award or otherwise, YOU AND SAY IT WITH A SOCK LLC WAIVE ALL RIGHTS TO A JURY TRIAL, instead electing that the dispute be resolved by a judge.
Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. In the event that this subparagraph is deemed invalid or unenforceable neither you nor we are entitled to arbitration and instead claims and disputes shall be resolved in a court located in Los Angeles County, California.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: Say it with a Sock LLC, Attn: Legal Department, 11111 Santa Monica Blvd #1100, Los Angeles, CA 90025 within 30 days of purchasing a Membership. If you send this notice, then the Arbitration Agreement will not apply to either party and you must litigate pursuant to subparagraph xii below. If you do not send this notice, then you agree to be bound by this Arbitration Agreement.
Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with Say it with a Sock LLC.
Modification. Notwithstanding any provision in these terms to the contrary, we agree that if Say it with a Sock LLC makes any future material change to this Arbitration Agreement, it will not apply to any individual claim(s) that you had already provided notice of to the Say it with a Sock LLC.
Small Claims Court. Notwithstanding the foregoing, either you or Say it with a Sock LLC may bring an individual action in small claims court.
Courts. In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located in Los Angeles County, California for such purpose.
10.2 – Choice of Law
This Agreement is governed by the Federal Arbitration Act, applicable federal law, and the laws of the state of California, without regard to its conflicts of laws rules. Foreign laws do not apply. If any provision of the Agreement is invalid under the law of a particular jurisdiction, that provision will not apply in that jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded from this Agreement.
11 – ELECTRONIC COMMUNICATIONS; GENERAL TERMS
11.1 – Electronic Communications
Whenever you visit our Site or send emails to us, you are communicating with us electronically. For that reason, you also consent to receive communications from us electronically. We will communicate with you by email (if you have provided your email address to us), by posting notices on our Site or by such other means as we may determine from time-to-time. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing, to the extent permitted by applicable law.
11.2 – General Terms