Terms of Service

Services Description: The Service is designed to provide booking, invoicing, communication and project management tools for and between those who use the Service to help manage their business (“Businesses”), their clients and related parties (“Clients”), and the Clients’ various other vendors (“Vendors”). In some instances, a Business may qualify as the Client of a Vendor. HoneyBook may connect Clients to Businesses and/or Vendors for the purpose of purchasing goods and/or services. Businesses may use the Service to find and book Vendors, manage their Clients, and send invoices. Clients may use the service to find, hire and work with various Businesses and Vendors. Vendors and Businesses may use the Service to promote and provide their goods and services to Clients.

Your Registration Obligations: You may be required to register with HoneyBook in order to access and use certain features of the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service’s registration form. Registration data and certain other information about you are governed by our Privacy Policy. If you are under 13 years of age, you are not authorized to use the Service, with or without registering. In addition, if you are under 18 years old, you may use the Service, with or without registering, only with the approval of your parent or guardian.

Business Account Registration Requirements: If you are a Business registering with HoneyBook, you or the person or people submitting the application must provide us with your business or trade name, your physical address (and proof of address), email, phone number, business license or registration, URL, the nature of your business or activities, and certain other information about you that we may require from time to time. We may also collect personal information (including name, birthdate, and government-issued identification number) about you and your beneficial owners, principals, and your account administrator. Until you have submitted, and we have reviewed and approved all required information, your account will be available to you on a preliminary basis only, and we may terminate it at any time and for any reason. At any time during your use of the Service, we may require additional information from you to verify beneficial ownership or control of the business, validate information you provided, verify you or your representative’s identity, and assess the risk associated with your business. This additional information may include business invoices, copies of government-issued identification, business licenses, or other information related to your business, its beneficial owners or principals. If you use HoneyBook Payments (defined below), we may also request that you provide copies of financial statements or records pertaining to your compliance with these Terms of Service, or require you to provide a personal or company guarantee. Your failure to provide this information or material may result in suspension or termination of your account.

Account Ownership Disputes: If an account is created by you on behalf of a Business, whether expressly or impliedly, the Business shall be deemed the rightful owner of the account. Ownership may be determined based on, but not limited to, the Business's registered Employer Identification Number (EIN), payment and banking details associated with the account, domain-linked email addresses, or other identifying business information provided to HoneyBook. In the event of a dispute regarding account ownership, HoneyBook reserves the right, in its sole discretion and without liability, to determine the rightful account owner based on available evidence, and may require documentation or further verification. Any information, content, or data uploaded to the account, including User Content, may be accessible to the deemed account owner. HoneyBook shall not be liable for any actions taken in resolving ownership disputes, including suspending or transferring account access.

Member Account, Password and Security: You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify HoneyBook of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. HoneyBook will not be liable for any loss or damage arising from your failure to comply with this Section.

Modifications to Service: HoneyBook reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that HoneyBook will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

General Practices Regarding Use and Storage: You acknowledge that HoneyBook may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on HoneyBook’s servers on your behalf. You agree that HoneyBook has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that HoneyBook reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that HoneyBook reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

Mobile Services: The Service includes certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device, (iii) the ability to access certain features through an application downloaded and installed on a mobile device, and (iv) the ability to receive notifications, messages, and updates on your mobile device (including via calls and text messages) (collectively, the “Mobile Services”). To the extent you access the Service through a mobile device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. By using the Services, you are also consenting to be contacted by HoneyBook or one of our partners about our (or one of our partners’) services and products by telephone (on a recorded line), automated calling, pre-recorded calling, text message, email, fax, telephone or any means, even if you have opted in to the National Do Not Call List, any state equivalent Do Not Call List or the internal Do Not Call List of any company. You do not have to agree to receive such communications as a condition of getting any services or products from HoneyBook. In the event you no longer want to receive communications from HoneyBook or one of its partners you agree to notify us directly. In the event you no longer want to receive communications from HoneyBook or one of its partners you agree to notify us directly at concierge@honeybook.com.

HoneyBook Platform: HoneyBook offers a platform that helps connect Clients, Vendors and Businesses (“HoneyBook Platform”). HoneyBook is not a party to any agreement between Clients and Vendors, Vendors and Businesses, or Clients and Businesses. All dealings are solely between the respective parties and HoneyBook makes no representations and warranties on behalf of any Clients, Vendors, or Businesses (including but not limited to the cost, quality, or timeliness of any goods or services provided by any Vendors or Businesses) and will have no liability for any interactions between Clients, Vendors or Businesses. HoneyBook is not responsible for any contracts or proposals between Clients, Businesses and Vendors (or any combination thereof) (collectively, "Vendor Contracts") that you upload to the Service other than making such Vendor Contracts available for review and signature (including e-signature) as authorized by you. Notwithstanding the foregoing, HoneyBook serves as the limited authorized agent of the Vendor and Business for the purpose of accepting payments from Clients on behalf of Vendors and Businesses and is responsible for transmitting such payments to the Vendor or Business, and each Vendor and Business hereby appoints HoneyBook as the Vendor’s or Businesses’ limited agent solely for the purpose of collecting payments made by Clients on behalf of the Vendor or Business. HoneyBook has no control over and does not guarantee the existence, quality, safety, or legality of any goods or services advertised by Vendors or Businesses; the truth or accuracy of any advertisements; the ability of Vendors to sell goods or services; the ability of Clients to pay for any goods or services; or that a Vendor, Business or Client will actually complete a transaction. HoneyBook does not warrant or guarantee that any goods or services offered through the Service will meet a Client’s requirements.

No Tax or Other Professional Advice: You acknowledge and agree that HoneyBook does not provide legal, financial, tax or other professional advice as part of providing the Services, including with respect to any estimated taxes calculated using HoneyBook’s tax calculator. No action should be taken based upon any information obtained through the Services without first seeking independent professional advice from an accountant, attorney, financial advisor, or other person who is appropriately licensed and/or qualified in the applicable field. Without limiting the foregoing, you (not HoneyBook) are solely responsible for (and you shall hold HoneyBook harmless with respect to): (i) compliance with any and all applicable laws, rules and regulations, (ii) determination of any and all amounts you may owe to the government or other third parties and full payment thereof (including, without limitation, all applicable taxes, penalties, and interest), and (iii) any use you may make of the Services to assist you with the foregoing.

User Conduct: You are solely responsible for all code, video, images, information, data, text, software, music, sound, photographs, graphics, messages or other materials ("content") that you upload, post, publish or display (hereinafter, “upload”) or email or otherwise instruct HoneyBook to access, make available to HoneyBook or use via the Service, whether as a Client, Business, or Vendor. The following are examples of the kind of content and/or use that is illegal or prohibited by HoneyBook. HoneyBook reserves the right to investigate and take appropriate legal action against anyone who, in HoneyBook’s sole discretion, violates this provision, including without limitation, removing the offending content from the Service, suspending or terminating the account of such violators and reporting you to the law enforcement authorities. You agree to not use the Service to:

• email, upload, distribute, promote, or otherwise make use of any content that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to upload under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person; (v) constitutes unsolicited or unauthorized advertising, promotional materials, commercial activities and/or sales, “junk mail,” “spam,” “chain letters,” “pyramid/ponzi schemes,” “contests,” “sweepstakes,” or any other form of solicitation; (vi) constitutes child sex abuse material or otherwise exploits or harms children; (vii) is sexual, adult, erotic, or pornographic content or relates to sexual services; (viii) refers to or incites violence, or relates to weapons or firearms; (ix) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable; or (x) in the sole judgment of HoneyBook, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose HoneyBook or its users to any harm or liability of any type;
• interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; or
• violate any applicable local, state, national or international law, or any regulations having the force of law;
• impersonate any person or entity, or falsely state or otherwise misrepresent your credentials or your affiliation with a person or entity;
• solicit personal information from anyone under the age of 18;
• harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
• advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
• further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
• obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

To the extent permitted by applicable law, HoneyBook takes no responsibility and assumes no liability for any content or for any loss or damage resulting therefrom, nor is HoneyBook liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography, or profanity you may encounter when using the HoneyBook Services. Your use of the HoneyBook Services is at your own risk. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the HoneyBook Services will not contain any content that is prohibited by such rules.

HoneyBook is not liable for any statements or representations included in the content. HoneyBook does not endorse any content, opinion, recommendation, or advice expressed therein, and HoneyBook expressly disclaims any and all liability in connection with the content. To the fullest extent permitted by applicable law, HoneyBook reserves the right to remove, screen, or edit any content posted or stored on the HoneyBook Services at any time and without notice, including where such content violates these Terms of Service or applicable law, and you are solely responsible for creating backup copies of and replacing any content you post or store on the HoneyBook Services at your sole cost and expense. Any use of the HoneyBook Services in violation of the foregoing violates these Terms of Service and may result in, among other things, termination or suspension of your rights to use the HoneyBook Services.

Fees: To the extent the Service or any portion thereof is made available for any fee, or you are a Client paying a Vendor or Business for goods or services via the Service, you will be required to provide HoneyBook information regarding your credit card or other payment instrument. You represent and warrant to HoneyBook that such information is true and that you are authorized to use the payment instrument. If you have registered for the Services via a subscription plan, you expressly acknowledge and agree that (a) HoneyBook is authorized to charge your credit card or other payment instrument in accordance with the terms of your subscription plan for as long as your subscription continues, and (b) your subscription is continuous until you cancel it or HoneyBook suspends or otherwise stops providing access to the site and/or Services in accordance with these terms. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. As a Vendor, you may be required to select a payment plan and you agree to pay a pre-selected percentage of money you receive from purchases made by Clients of your goods and services through the Service, and you will pay HoneyBook a percentage of each such transaction, as set forth in further detail on the Service. If you dispute any charges by HoneyBook you must let HoneyBook know within thirty (30) days after the date that HoneyBook charges you. If you dispute any charges by a Vendor, you must contact the Vendor directly. As a Vendor, if you agree to refund any fees to a Client, you are responsible and will pay HoneyBook (and HoneyBook may retain) any transaction costs associated with such refund. We reserve the right to change HoneyBook’s prices. If HoneyBook does change prices, HoneyBook will provide notice of the change on the Site or in email to you, at HoneyBook’s option, at least 30 days before the change is to take effect. If you have registered for the Services via a subscription plan, your subscription plan may be subject to fee adjustments, including automatic fee increases, during your subscription term in accordance with the terms of your subscription plan; and where a fee adjustment applies to you, we will charge or invoice you under the new price structure, starting with the next billing period in the subscription term, or otherwise in accordance with the terms of your subscription plan. Your continued use of the Service after the price change or fee adjustments becomes effective constitutes your agreement to pay the changed amount. You shall be responsible for all taxes associated with the Services other than U.S. taxes based on HoneyBook’s net income.

If you are located in Canada, Stripe, our payment processor, may obtain information from credit agencies to verify your identity and this information will be used in accordance with Stripe's Privacy Policy (https://stripe.com/en-ca/privacy).

Payments Platform: HoneyBook offers access to a payments platform through which you may process payment transactions with your Clients, Vendors, Businesses, or other parties with whom you transact (“HoneyBook Payments”). We use Stripe, Inc. (“Stripe”) as our third party payments processor and platform provider to facilitate HoneyBook Payments (the “Provider”). We reserve the right to change the Provider at any time, in which case you agree to take whatever steps as we may advise in order to migrate the HoneyBook Payments service to another Provider.

Chargebacks: To the extent you have received payment for goods or services through the HoneyBook Platform (“Payee”) from or on behalf of a Client, Business or other party (“Payor”), the amount of a transaction may be charged back or reversed to Payee’s payment account (a “Chargeback”) if the transaction (a) is disputed by the Payor, (b) is reversed for any reason, (c) was not authorized or we have any reason to believe that the transaction was not authorized, or (d) is allegedly unlawful, suspicious, or in violation of the terms of these Terms of Service. Payee shall owe HoneyBook and will immediately pay HoneyBook the amount of any Chargeback and any associated fees, fines, or penalties assessed by any processing financial institutions, or MasterCard, Visa, American Express, Discover, and other payment card networks, associations, or companies.

Authorization to Charge Payment Methods on File: You, as Payee, authorize us to charge any payment method we have on file for you in the amount of any Chargeback; any other amount you owe us; any Losses we may incur relating to your transactions, your use of the Services, or your business; any obligations you owe us, including under these Terms of Service or any other agreement we have with you; or to fund the Reserve. To execute such charges, you expressly authorize us to (a) initiate individual or reoccurring debit entries to any bank account we have on file for you (e.g., ACH debits) and (b) charge any credit or debit card account we have on file for you. If any debit entry or charge is rejected, you agree to immediately pay the amount due directly to us and authorize us to initiate other debit entries and charges at any time and from time to time in any amount up to the amount due until the amount due is paid in full. We are not responsible for any amount you may incur from our charges, including overdraft and overlimit fees. Payment methods we have on file for you include payment methods you identify to us and payment methods we identify on our own. For purposes of this and the next section, “Losses” include Chargebacks, refunds, returns, shortfalls, adjustments, settlements, losses, liabilities, damages, fines, penalties, fees, costs and expenses.

Reserve: We may withhold funds from payments (including payment processor payouts) to you, as Payee, and/or designate an amount of funds that you must maintain in a reserve account held by us (“Reserve”) to pay any actual or potential Losses we believe we may incur related to your transactions, your use of the Services, your business, or to secure the performance of your obligations under any agreement between you and us, including these Terms of Service. The Reserve will be in an amount determined by us in our sole discretion to cover actual or potential Losses we may incur and current, past and future obligations you may owe us. The Reserve may be raised, reduced or removed at any time by us, in our sole discretion. If you do not have sufficient funds in your Reserve, we may fund the Reserve from any payment method we have on file for you. You grant us a security interest in and lien on any and all funds held in the Reserve, and also authorize us to make any withdrawals or debits from the Reserve, and charge any payment method we have on file for you, to cover any Losses, obligations and amounts you owe us. You will execute any documents required by us to perfect our security interest in any funds in the Reserve or requested by us in connection with the Reserve.

Setoff: In the event that there is an outstanding amount you owe us, we may set off such amount from any payments that would otherwise be made to you.

1099 Tax Forms; Consent for Electronic Delivery: As required by law, HoneyBook may in some cases need to report information about your transactions using the Services by filing Form 1099 with the IRS and sending you a copy. By using the Services, you agree to the following:

• You consent to receiving an electronic copy of your Form 1099. To access your electronic Form 1099, you will need a computer with Internet access.
• Your consent to electronic delivery will apply to all future Forms 1099 unless you withdraw your consent.
• Any electronic Forms 1099 made available to you will remain available until you request that your HoneyBook account be closed and/or deleted.
• You can opt-out of receiving an electronic Form 1099 at any time, and instead receive a hard copy mailed to your physical address. Please note that, if you withdraw your consent, you will not be able to access your Forms 1099 electronically and you will only receive a paper copy. If you would still like to withdraw your consent, please contact concierge@honeybook.com.

Please ensure that your contact information is current by updating your account profile.

For any questions about your Forms 1099 not answered here, please contact concierge@honeybook.com.

Power of Attorney: You appoint us and our designees your true and lawful attorney in fact, with full power to take any action in your name and place relating to any amounts you owe us under any agreement you have with us, including these Terms of Service, that we deem advisable and consistent with the terms of such agreement. You will timely execute and deliver to us any power of attorney instrument we may require evidencing our authority and power under this section.

Due Diligence: You, as a Business or Vendor, agree to provide us with any financial statements, balance sheets, statements of income, bank and credit card account information, and any other financial or business information we may request within two (2) business days of our request. Failure to provide this information timely is a breach of these Terms of Service and may result in establishing a Reserve or raising the amount of the Reserve.

Special Notice for International Use; Export Controls: Software (defined below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

Third Party Tools. The Services may contain certain features or integrations leveraging third-party websites, services, or technologies (“Third Party Tools”). These Third Party Tools may have their own terms that govern your use or access rather than or in addition to these Terms. Furthermore, when you connect to or access a Third Party Tool from your account, those connections may allow the third party to collect or share data about you. We are not responsible for the practices or the content of any Third Party Tools. By using the Services, you accept and agree to abide by any such additional terms and conditions associated with your use of access to Third Party Tools. We encourage you to carefully read and review the terms applicable to each Third Party Tool that you access or use.

Artificial Intelligence. Additionally, portions of the Services may use artificial intelligence (“AI”) tools and other technology (the “AI Tools”). Certain of those tools may allow you to generate text, audio, video, and other content (“Output”) in response to prompts, User Content, and other information or input (“Input”), and some of the AI Tools may be Third Party Tools. You acknowledge that your use of AI Tools may involve access to your Inputs and Outputs by the relevant Third Party Tool providers. You understand that, due to the nature of the AI Tools, Outputs may not be unique, and it is possible that AI Tools may generate the same or similar Output for other users if the Inputs are similar. You acknowledge that the use of such AI Tools may affect your ability to obtain or enforce any intellectual property rights in or to the Output.

We may also provide AI Tools that will allow you to automate your use of our Services or your communications with Clients.

You acknowledge that AI is rapidly evolving and our AI Tools may provide results or produce Output that is inaccurate, unreliable, inappropriate, infringing, or otherwise unsuitable or that does not meet your expectations.

You agree not to use AI Tools, AI Tool results, or Output in a manner that may infringe upon or violate the rights of any third party or violate any applicable laws, rules, or regulations, and you acknowledge and agree that (1) you are solely responsible for vetting and evaluating the accuracy, appropriateness, legality, and suitability for your use of any AI Tool result or Output before using it, including evaluating whether such use will infringe upon or violate the rights of others; and (2) you assume all risk associated with your use of AI Tools, AI Tool results, and Output and that HoneyBook will have no liability for such use.

You further agree to not to use AI Tools for any purpose that could have a legal or material impact on that person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them.

You also agree that you will not use AI Tools to process sensitive personal information, as such term is defined in applicable law.

Recording & Transcription. Certain features of the Service may allow you to record meetings, and transcribe and summarize them using AI. You are responsible for compliance with all laws governing the monitoring or recording of conversations, and you authorize use to store the recordings and transcriptions. You will receive a notification when recording is enabled. If you do not consent to being recorded, you can choose to leave the recorded meeting.

Lead Enrichment. The Services may provide you with the ability to enrich data about your potential clients (“Enrichment Data”). You agree that you may not resell Enriched Data or use it for any purpose other than marketing your business through the Services.

HoneyBook will take reasonable steps to correct errors and omissions in Enrichment Data when discovered by HoneyBook and/or upon notification by you. But accuracy of Enrichment Data may vary, and availability of Enrichment data may be limited by location.

You acknowledge the Enrichment Data is Service Content and we may use Enrichment Data to provide, maintain, append, improve, enhance, and develop our Services, including to provide Services to other Services users. Upon termination as set forth in Section 10, any license or access to Enrichment Data will cease.

Banking Services: HoneyBook is a software company, not a bank. Banking services are provided by Lincoln Savings Bank, Member FDIC. HoneyBook Visa Debit cards are issued by Lincoln Savings Bank, Member FDIC. HoneyBook is not FDIC insured. FDIC insurance only covers the failure of an insured bank.

HoneyBook offers Software applications that may be made available through the Apple App Store, Android Marketplace or other distribution channels (“Distribution Channels”). If you obtain such Software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms of Service are between you and us only, and not with the Distribution Channel. To the extent that you utilize any other third party products and services in connection with your use of our Services, you agree to comply with all applicable terms of any agreement for such third party products and services.

With respect to Software that is made available for your use in connection with an Apple-branded product (such Software, “Apple- Enabled Software”), in addition to the other terms and conditions set forth in these Terms of Service, the following terms and conditions apply:

• HoneyBook and you acknowledge that these Terms of Service are concluded between HoneyBook and you only, and not with Apple, and that as between HoneyBook and Apple, HoneyBook, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
• You may not use the Apple-Enabled Software in any manner that is in violation of or inconsistent with the Usage Rules set forth for Apple-Enabled Software in, or otherwise be in conflict with, the App Store Terms of Service.
• Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS Product that you own or control, as permitted by the Usage Rules set forth in the App Store Terms of Service.
• Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
• Apple is not responsible for any product warranties, whether express or implied by law. In the event of any failure of the Apple-Enabled Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Apple-Enabled Software to you, if any; and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Apple-Enabled Software, or any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, which will be HoneyBook’s sole responsibility, to the extent it cannot be disclaimed under applicable law.
• HoneyBook and you acknowledge that HoneyBook, not Apple, is responsible for addressing any claims of you or any third party relating to the Apple-Enabled Software or your possession and/or use of that Apple-Enabled Software, including, but not limited to: (i) product liability claims; (ii) any claim that the Apple-Enabled Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
• In the event of any third party claim that the Apple-Enabled Software or the end-user’s possession and use of that Apple-Enabled Software infringes that third party’s intellectual property rights, as between HoneyBook and Apple, HoneyBook, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
• You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

If you have any questions, complaints or claims with respect to the Apple-Enabled Software, they should be directed to HoneyBook as follows:

concierge@honeybook.com
539 Bryant St., San Francisco, CA 94107

HoneyBook and you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Service with respect to the Apple-Enabled Software, and that, upon your acceptance of the terms and conditions of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you with respect to the Apple-Enabled Software as a third party beneficiary thereof.

Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by HoneyBook, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by HoneyBook from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of HoneyBook, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by HoneyBook.

The HoneyBook name and logos are trademarks and service marks of HoneyBook (collectively the “HoneyBook Trademarks”). Other HoneyBook, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to HoneyBook. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of HoneyBook Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of HoneyBook Trademarks will inure to our exclusive benefit.

Third Party Material: Under no circumstances will HoneyBook be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that HoneyBook does not pre-screen content, but that HoneyBook and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, HoneyBook and its designees will have the right to remove any content that violates these Terms of Service or is deemed by HoneyBook, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

User Content Transmitted Through the Service: With respect to the content or other materials you upload, instruct HoneyBook to access, or otherwise make available to HoneyBook through the Service or share with other users or recipients, whether as a User, Vendor or Business (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein, and are authorized to grant HoneyBook access to the User Content. You hereby grant and will grant HoneyBook and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of or improvements to the Service in any form, medium or technology now known or later developed.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service (“Submissions”), provided by you to HoneyBook are non-confidential and HoneyBook will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that, notwithstanding anything to the contrary herein, HoneyBook may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of HoneyBook, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Publicity: You acknowledge and agree that HoneyBook may use your name and logo on HoneyBook’s website and marketing materials to identify your relationship with HoneyBook.

Copyright Complaints: HoneyBook respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify HoneyBook of your infringement claim in accordance with the procedure set forth below.

HoneyBook will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to HoneyBook’s Copyright Agent at copyright@honeybook.com (Subject line: “DMCA Takedown Request”). You may also contact us by mail at:

539 Bryant St., San Francisco, CA 94107.

To be effective, the notification must be in writing and contain the following information:

• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• a description of the copyrighted work or other intellectual property that you claim has been infringed;
• a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service;
• your address, telephone number, and email address;
• a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
• a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

Counter-Notice: If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to upload and use the content in your User Content, you may send a written counter-notice containing the following information to the Copyright Agent:

• your physical or electronic signature;
• identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
• a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
• your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court located within Northern District of California and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, HoneyBook will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Repeat Infringer Policy: In accordance with the DMCA and other applicable law, HoneyBook has adopted a policy of terminating, in appropriate circumstances and at HoneyBook's sole discretion, users who are deemed to be repeat infringers. HoneyBook may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. HoneyBook has no control over such sites and resources and HoneyBook is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that HoneyBook will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that HoneyBook is not liable for any loss or claim that you may have against any such third party.

You may enable or log in to the Service via various online third party services, such as social media and social networking services like Facebook or Twitter (“Social Networking Services”). By logging in or directly integrating these Social Networking Services into the Service, we make your online experiences richer and more personalized. To take advantage of this feature and capabilities, we may ask you to authenticate, register for or log into Social Networking Services on the websites of their respective providers. As part of such integration, the Social Networking Services will provide us with access to certain information that you have provided to such Social Networking Services, and we will use, store and disclose such information in accordance with our Privacy Policy. For more information about the implications of activating these Social Networking Services and HoneyBook’s use, storage and disclosure of information related to you and your use of such services within HoneyBook (including your friend lists and the like), please see our Privacy Policy at https://myco.com/privacy. However, please remember that the manner in which Social Networking Services use, store and disclose your information is governed solely by the policies of such third parties, and HoneyBook shall have no liability or responsibility for the privacy practices or other actions of any third party site or service that may be enabled within the Service.

In addition, HoneyBook is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with Social Networking Services. As such, HoneyBook is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Social Networking Services. HoneyBook enables these features merely as a convenience and the integration or inclusion of such features does not imply an endorsement or recommendation.

You agree to release, indemnify and hold HoneyBook and its affiliates and their officers, employees, directors and agent (collectively, "Indemnitees") harmless from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms of Service or your violation of any rights of another. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages or expenses incurred as a result of any action or inaction of such Indemnitee. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

If you are a resident of another jurisdiction, you waive any comparable statute or doctrine to the fullest extent permitted by applicable law.

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. HONEYBOOK EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.

HONEYBOOK MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT HONEYBOOK WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF HONEYBOOK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) ANY ACTS, OMISSIONS, STATEMENTS OR OTHER CONDUCT OF ANY CLIENTS, VENDORS, BUSINESSES OR OTHER THIRD PARTIES ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL HONEYBOOK’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID HONEYBOOK IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “DISCLAIMER OF WARRANTIES” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND HONEYBOOK TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND HONEYBOOK FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND HONEYBOOK AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. HONEYBOOK AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY.

FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF THE REQUIREMENT OF ARBITRATION ON AN INDIVIDUAL BASIS. NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THIS ARBITRATION AGREEMENT.

(a) For any dispute or claim that you have against HoneyBook, that HoneyBook has against you or that you have, or HoneyBook has, in each case arising from, relating to, or stemming from these Terms, our Services, or any aspect of the relationship between you and HoneyBook as relates to these Terms, our Services, including any privacy or data security claims, (collectively, “Claims”, and each a “Claim”), you and HoneyBook agree to attempt to first resolve the Claim informally via the following process. If you assert a Claim against HoneyBook, you will first contact HoneyBook by sending a written notice of your Claim (“Claimant Notice”) to HoneyBook by certified mail addressed to 539 Bryant St., Suite 200, San Francisco, CA 94107 or by email to legal@honeybook.com. The Claimant Notice must (i) include your name, residence address, email address, and telephone number; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought. If HoneyBook asserts a Claim against you, HoneyBook will first contact you by sending a written notice of HoneyBook’s Claim (“HoneyBook Notice”), and each of a Claimant Notice and HoneyBook Notice, a “Notice”) to you via email to the primary email address associated with your account. The HoneyBook Notice must (i) include the name of a HoneyBook contact and the contact’s email address and telephone number; (ii) describe the nature and basis of the Claim; and (iii) set forth the specific relief sought. If you and HoneyBook cannot reach an agreement to resolve the Claim within thirty (30) days after you or HoneyBook receives such a Notice, then either party may submit the Claim to binding arbitration as set forth below. The statute of limitations and any filing fee deadlines shall be tolled for thirty (30) days from the date that either you or HoneyBook first send the applicable Notice so that the parties can engage in this informal dispute-resolution process.

(b) Except for individual disputes that qualify for small claims court and any disputes exclusively related to the intellectual property or intellectual property rights of you or HoneyBook, including any disputes in which you or HoneyBook seek injunctive or other equitable relief for the alleged unlawful use of your or HoneyBook’s intellectual property or other infringement of your or HoneyBook’s intellectual property rights (“IP Claims”), all Claims, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, including Claims that are not related to intellectual property or intellectual property rights but are jointly filed with IP Claims, that are not resolved in accordance with Section 10(a) will be resolved by a neutral arbitrator through final and binding arbitration instead of in a court by a judge or jury. Such Claims include, without limitation, disputes arising out of or relating to interpretation or application of this arbitration provision, including the enforceability, revocability, or validity of the arbitration provision or any portion of the arbitration provision. The arbitrator will have the authority to grant any remedy or relief that would otherwise be available in court.

(c) These Terms affect interstate commerce, and the enforceability of this Section 10 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq., to the extent permitted by law.

(d) YOU AND HONEYBOOK AGREE THAT ANY ARBITRATION UNDER THESE TERMS WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND YOU AND HONEYBOOK ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION. All Claims must be submitted to the American Arbitration Association (“AAA”) and will be resolved through binding arbitration before one arbitrator. If you are not a consumer (as defined below), the then-current version of the AAA’s Commercial Arbitration Rules will apply, including Expedited Procedures for all Disputes with a value of $75,000 or less. If you are a consumer (meaning someone who uses the Services for personal, family, or household purposes), the then-current version of the AAA’s Consumer Arbitration Rules will apply, which are available on the AAA’s website (adr.org), as amended by these Terms as follows:

1. The arbitrator may conduct only an individual arbitration and, except as described below for the additional procedures to govern if twenty-five (25) or more similar or coordinated claims are asserted against HoneyBook or you by the same or coordinated counsel, may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding, or preside over any proceeding involving more than one individual.
2. For any arbitration you initiate, you will pay the consumer filing fee, and HoneyBook will pay the remaining AAA fees and costs. For any arbitration initiated by HoneyBook, HoneyBook will pay all AAA fees and costs.
3. For all arbitrations where the claims asserted are $25,000 or less, the arbitration shall be resolved according to the AAA’s Procedures for the Resolution of Disputes through Document Submission, and for all other arbitrations the following procedure will apply: (i) the arbitrator will conduct hearings, if any, by teleconference or videoconference rather than by personal appearances, unless the arbitrator determines upon request by you or by us that an in-person hearing is appropriate; (ii) any in-person appearances will be held at a location which is reasonably convenient to both parties with due consideration of their ability to travel and other pertinent circumstances; and (iii) if the parties are unable to agree on a location, such determination should be made by the AAA or by the arbitrator.
4. If you or HoneyBook submits a dispute to arbitration and the arbitrator orders any exchange of information, you and HoneyBook agree to cooperate to seek from the arbitrator protection for any confidential, proprietary, trade secret, or otherwise sensitive information, documents, testimony, and/or other materials that might be exchanged or the subject of discovery in the arbitration. You and HoneyBook agree to seek such protection before any such information, documents, testimony, and/or materials are exchanged or otherwise become the subject of discovery in the arbitration.
5. The arbitrator’s decision will follow these Terms and will be final and binding. The arbitrator will have authority to award temporary, interim, or permanent injunctive relief or relief providing for specific performance of these Terms but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof. Notwithstanding any of the foregoing, nothing in these Terms will preclude you from bringing issues to the attention of federal, state, or local agencies and, if the law allows, they can seek relief against us for you.
6. The AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule will apply if twenty-five (25) or more similar claims are asserted against HoneyBook or against you by the same or coordinated counsel or are otherwise coordinated. In addition to the application of the AAA Supplementary Rules for Multiple Case Filings and the AAA Multiple Consumer Case Filing Fee Schedule, you and HoneyBook understand and agree that when twenty-five (25) or more similar claims are asserted against HoneyBook or you by the same or coordinated counsel or are otherwise resolved, your or HoneyBook’s Claim might be delayed. For such coordinated actions, you and HoneyBook also agree to the following coordinated bellwether process. Counsel for the claimants and counsel for HoneyBook shall each select ten (10) cases (per side) to proceed first in individual arbitration proceedings as part of a bellwether process. The remaining cases shall not be filed or deemed filed in arbitration nor shall any AAA fees be assessed in connection with those cases until they are selected to proceed to individual arbitration proceedings as part of a bellwether process. If the parties are unable to resolve the remaining cases after the conclusion of the initial twenty (20) proceedings, each side shall select another ten (10) cases (per side) to proceed to individual arbitration proceedings as part of a second bellwether process. The remaining cases shall not be filed or deemed filed in arbitration nor shall any AAA fees be assessed in connection with those cases until they are selected to proceed to individual arbitration proceedings as part of a bellwether process. A single arbitrator shall preside over each case. Only one case may be assigned to each arbitrator as part of a bellwether process unless the parties agree otherwise. This staged process shall continue, consistent with the parameters identified above, until all the claims included in these coordinated filings, including your case, are adjudicated or otherwise resolved. The statute of limitations and any filing fee deadlines shall be tolled for claims subject to this staged process from the time the first cases are selected for a bellwether process until the time your case is selected for a bellwether process, withdrawn, or otherwise resolved. A court shall have authority to enforce this paragraph and, if necessary, to enjoin the mass filing or prosecution of arbitration demands against HoneyBook or you.

(e) One Year to Assert Claims. To the extent permitted by law, any Claim by you or HoneyBook relating in any way to these Terms, our Services, or any aspect of the relationship between you and HoneyBook as relates to these Terms or our Services, must be filed within one year after such Claim arises; otherwise, the Claim is permanently barred, which means that you and HoneyBook will not have the right to assert the Claim.

(f) You have the right to opt out of binding arbitration within 30 days of the date you first accepted these Terms by providing us with notice of your decision to opt-out via email at legal@honeybook.com or by certified mail addressed to 539 Bryant St., Suite 200, San Francisco, CA 94107. In order to be effective, the opt-out notice must include your full name, mailing address, and email address. The notice must also clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 13.

(g) If any portion of this Section 10 is found to be unenforceable or unlawful for any reason, including but not limited to because it is found to be unconscionable, (i) the unenforceable or unlawful provision will be severed from these Terms; (ii) severance of the unenforceable or unlawful provision will have no impact whatsoever on the remainder of this Section 10 or the parties’ ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 10; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration. The litigation of those claims will be stayed pending the outcome of any individual claims in arbitration. Further, if any part of this Section 10 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 10 will be enforceable.

(h) Notwithstanding anything to the contrary in the Terms, if you reside in any country outside of the United States, you may bring legal proceedings regarding the Terms either by following the arbitration procedure detailed above in this Section 10 of the Terms or, if given the right by applicable law, by submitting the dispute to an arbitration administrator in the jurisdiction in which you reside. To the extent arbitration is prohibited by applicable law, or any proceeding is other not subject to arbitration under such law, you may submit the dispute to the courts of the jurisdiction in which you reside.

You agree that HoneyBook, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if HoneyBook believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. HoneyBook may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be effected without prior notice, and acknowledge and agree that HoneyBook may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that HoneyBook will not be liable to you or any third party for any termination of your access to the Service.

If you have registered for the Service via a subscription plan, you may cancel your subscription at any time by sending an email to concierge@honeybook.com notifying us of your intent to cancel at least thirty (30) days prior to the end of your then-current subscription term.

You agree that you are solely responsible for your interactions with any other user in connection with the Service (including through the use of AI Tools) and HoneyBook will have no liability or responsibility with respect thereto. HoneyBook reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service, including by giving Clients access to their agreements with Businesses and Vendors.

These Terms of Service constitute the entire agreement between you and HoneyBook and govern your use of the Service, superseding any prior agreements between you and HoneyBook with respect to the Service.

You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software.

These Terms of Service will be governed by the laws of the State of California without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and HoneyBook agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within San Francisco County, California. If you reside in any country outside of the United States, mandatory provisions of the law of your jurisdiction apply to the extent they cannot be excluded, and you may bring proceedings in your jurisdiction to enforce any non-excludable rights or where applicable law provides you a right to do so.

The failure of HoneyBook to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision.

If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect.

You agree that any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. This provision does not apply to the extent such limitations are expressly prohibited by applicable law, including the Australia Consumer Law (“ACL”).

A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

You may not assign these Terms of Service without the prior written consent of HoneyBook, but HoneyBook may assign or transfer this Terms of Service, in whole or in part, without restriction.

The section titles in these Terms of Service are for convenience only and have no legal or contractual effect.

Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

We may occasionally provide features or services designated as beta, trial, preview, or the like (“Beta Services”). The Beta Services are part of the Services. We grant certain users a non-exclusive, revocable, non-transferable license to use the Beta Services in exchange for their active and diligent participation in testing and evaluating the Beta Services, including providing Submissions as requested by HoneyBook via surveys, interviews, and other means. Any such Submissions are subject to Section 4 (Intellectual Property Rights). Users who do not provide Submissions as requested will lose access to the Beta Services.

The Beta Services, and all information related thereto, are the proprietary information of HoneyBook and you will (1) preserve the confidentiality of such information, (2) not use such information other than as needed to test and evaluate the Beta Services and provide related Submissions, (3) not disclose such information other than to HoneyBook personnel or other authorized users of the Beta Services, and (4) promptly delete such information on HoneyBook’s request.

YOU ACKNOWLEDGE THAT THE BETA SERVICES MAY NOT HAVE BEEN FULLY TESTED, MAY NOT BE READY FOR GENERAL COMMERCIAL RELEASE, AND MAY CONTAIN BUGS, ERRORS AND DEFECTS. ACCORDINGLY, THE BETA SERVICES ARE PROVIDED "AS IS," WITH ALL FAULTS, DEFECTS AND ERRORS, AND DESCRIPT WILL HAVE NO LIABILITY OF ANY KIND FOR ANY ERROR, OMISSION OR DEFECT IN THE BETA SERVICES, ANY INABILITY TO USE THE BETA SERVICES, OR ANY OR ANY HARM OR DAMAGE ARISING FROM YOUR OR ANY THIRD-PARTY’S USE OF THE BETA SERVICES.

At HoneyBook, we respect the privacy of our users. For details please see our Privacy Policy. By using the Service, you consent to our collection and use of personal data as outlined therein.

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact us at HoneyBook, Inc., (415) 591-7768, 539 Bryant St., Suite 200, San Francisco, CA 94107.

If you are located in Australia, or if you acquire the Services as a “consumer” or “small business” within the meaning of the ACL, this section applies to you. If there is any conflict between this section and any other provision of these Terms of Service, this section controls for the purposes of your use of the Services in Australia.

Under the ACL, users may have certain rights which cannot be excluded, including guarantees as to the acceptable quality and fitness for purpose of goods and services. Nothing in these terms is to be read or applied so as to exclude, restrict or modify or have the effect of excluding, restricting or modifying any condition, warranty, guarantee, right or remedy implied by law (including the ACL) and which by law cannot be excluded, restricted or modified.

Section 9 (Limitation of Liability) is intended to be only as broad as is permitted under Australian law, including the ACL, and does not limit any rights or remedies you may have under such law.

We will provide reasonable notice of any material change to these Terms of Service that adversely affects your rights or use of the Services. If you do not agree to a material change, you may stop using the Services and, if you have a paid subscription, cancel effective as of the end of your then-current billing period (or earlier where required by law). Any changes will become effective when posted. Your continued use of the Services after changes are posted constitutes your acceptance of the new Terms of Service.

We will provide reasonable notice where practicable (1) before terminating or discontinuing your account or your use of the Services other than for cause (for example, fraud, security risk, or material breach) or (2) making material changes to, or discontinuing, paid Services. If you have prepaid subscription fees and we discontinue the Services or terminate your subscription without cause, we will provide a pro-rated refund for the unused portion of the prepaid subscription term, to the extent required by law.

If you are a consumer habitually resident in the United Kingdom, this section applies to you. If there is any conflict between this section and any other provision of these Terms of Service, this section controls for the purposes of your use of the Services in the UK.

If you purchase a paid subscription, you may have a legal right to cancel within 14 days of purchase (the “cooling-off period”), subject to the exceptions in the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013. If you ask us to start providing the Services during the cooling-off period, you acknowledge that you may be required to pay a proportionate amount for Services supplied up to cancellation, and you may lose the right to cancel once the Services are fully performed.

To the extent anything in Section 8 (Disclaimer of Warranties) would be unlawful or unenforceable under UK consumer law, it does not apply to you.

Nothing in these Terms of Service limits or excludes any rights you have under the Consumer Rights Act 2015 or other applicable UK consumer laws. In particular, we do not exclude or limit our liability for (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; or (c) any other liability which cannot be limited or excluded under applicable law.

We will provide reasonable advance notice of any material change to these Terms or to the Services that adversely affects your rights. If you do not agree to the change, you may stop using the Services and, if you have a paid subscription, you may cancel before the change takes effect.

These Terms are governed by the laws of England and Wales, and you may bring legal proceedings in respect of the Services in the courts of England and Wales (and/or the courts of the part of the UK where you live).

Please contact us at concierge@honeybook.com to report any violations of these Terms of Service or to pose any questions regarding this Terms of Service or the Service.