Governing Law & Dispute Resolution

Introduction

This document outlines the legal framework that governs your use of Dictionary’s services, website, applications, and related content. It specifies which laws apply, how disputes between you and Dictionary will be resolved, and your rights and obligations regarding legal proceedings.

1. Governing Law

All agreements, terms of service, privacy policies, and interactions related to Dictionary shall be governed by and construed in accordance with the laws of the State of California, United States of America, without giving effect to any choice or conflict of law rules or provisions that would cause the application of laws of any other jurisdiction.

The United Nations Convention on Contracts for the International Sale of Goods shall not apply to any disputes or claims arising from your use of our services.

2. Dispute Resolution Process

Dictionary is committed to resolving disputes efficiently, fairly, and in good faith. In the event of a dispute, the following tiered process shall apply:

1. Direct Negotiation: You agree to first attempt to resolve the dispute through direct communication. Please submit a written notice detailing the nature of the dispute to our legal team.
2. Mediation: If direct negotiation fails within 30 days, both parties agree to participate in non-binding mediation administered by a mutually agreed-upon mediation service.
3. Arbitration or Litigation: If mediation does not resolve the dispute, the matter shall proceed to binding arbitration or litigation as outlined in Section 3.

3. Binding Arbitration

Except as otherwise required by applicable law, any claim or dispute arising out of or relating to Dictionary, its services, or this agreement shall be finally settled by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules.

Key Arbitration Provisions:

• Arbitration shall take place in San Francisco, California.
• The arbitrator’s award shall be final and binding, and judgment may be entered in any court having jurisdiction.
• Dictionary agrees to reimburse arbitration filing fees and arbitrator compensation, except where a claim exceeds $75,000 or is deemed frivolous.
• Both parties waive their right to a jury trial.

4. Jurisdiction & Venue

Notwithstanding the arbitration provision above, Dictionary reserves the right to seek equitable relief, injunctive relief, or declaratory judgment in any court of competent jurisdiction to protect its intellectual property rights or prevent irreparable harm.

For matters not subject to arbitration, the exclusive jurisdiction and venue for any legal action shall be the state or federal courts located in San Francisco County, California. You consent to personal jurisdiction in such courts.

5. Class Action Waiver

You agree that any dispute resolution proceedings shall be conducted solely on an individual basis. Neither you nor Dictionary may participate in a class action, consolidated action, representative action, or private attorney general action in any capacity other than as an individual party.

This waiver applies to arbitration, litigation, and any administrative proceedings.

6. Statute of Limitations

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATED TO DICTIONARY MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. IF YOU DO NOT COMMENCE YOUR ACTION WITHIN ONE YEAR, IT SHALL BE PERMANENTLY BARRED, REGARDLESS OF ANY APPLICABLE STATUTE OF LIMITATIONS THAT MIGHT OTHERWISE APPLY.

7. Severability

If any provision of this Governing Law & Dispute Resolution document is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such provision shall be severed, and the remaining provisions shall remain in full force and effect. The parties agree to negotiate in good faith to replace the invalid provision with a valid provision that most closely approximates the economic and legal intent of the original.

8. Legal Contact Information

For any legal inquiries, dispute notices, or formal correspondence regarding this document, please contact:

Dictionary Legal Department
Email: legal@dictionary.com
Address: 100 Language Way, Suite 400
San Francisco, CA 94105, USA
Attention: General Counsel