Valley Goat Terms and Conditions

Effective Date: March 17th 2025
These Terms and Conditions (“Terms”) govern your access to this Valley Goat website (the “Site”), operated by Treehouse Hotels, (“Valley Goat” “we,” “us,” or “our”). BY ACCESSING OR USING THE SITE, YOU (“YOU”) AGREE THAT YOU HAVE READ AND UNDERSTAND THESE TERMS. IF YOU DO NOT AGREE WITH THESE TERMS, DO NOT ACCESS OR USE THE SITE.

We may modify these Terms at any time. All changes will be effective immediately upon posting to the Site. Material changes will be conspicuously posted on the Site or otherwise communicated to you. By using the Site after changes are posted, you agree to those changes.

1. Eligibility. YOU MUST BE AT LEAST EIGHTEEN (18) YEARS OLD TO USE OUR SITE. BY
ACCESSING, USING AND/OR SUBMITTING INFORMATION TO OR THROUGH OUR SITE,
YOU REPRESENT THAT YOU ARE NOT YOUNGER THAN 18. IF YOU ARE THE PARENT OR
LEGAL GUARDIAN AND CONSENT TO YOUR MINOR CHILD’S ACCESS TO AND USE OF OUR
SITE, YOU AGREE TO BE BOUND BY THESE TERMS ON BEHALF OF YOURSELF AND YOUR
MINOR CHILD.

2. Content. The Site, including its text, audio, video, graphics, charts, photographs, interfaces, icons,
software, computer code, data, trademarks, logos, slogans, documentation, other components and content,
and the design, selection, and arrangement of content, and all intellectual property rights in the foregoing
(collectively, the “Content”) are exclusively the property of Valley Goat or, as applicable, its vendors or
licensors. Except for the rights expressly granted to you in the next section, Valley Goat reserves all other
rights in and to the Site and Content, including all intellectual property rights.

3. Reservations. Reservations for dining at Valley Goat can be made through this Site, by phone, or in
person. By completing the reservation process on the Site, you agree to these Terms. To complete your
online reservation, you must provide accurate personal information, including your name and payment
card details. By submitting this information, you authorize Valley Goat to charge your card for any
applicable fees related to the reservation, including no-show and cancellation fees.

4. Use Rights. You may only use the Site or Content for your personal, non-exclusive use in the United
States, so long as you comply with these Terms and all other terms posted throughout the Site as applicable
to you (if any), and all applicable laws. You may only use the Site and the Content for their intended
purposes for which they are made available to you by Valley Goat.

5. Use of Marks. Valley Goat owns certain trademarks, names, logos, insignia, or service marks (“Marks”).
You do not have the right to use any Marks except as expressly agreed to in writing by Valley Goat. In
addition, the Site may contain third-party marks and third-party copyrighted materials, which are the
property of their respective owners. Nothing in these Terms grants to you any rights in or to those third-
party marks or materials without such third-party's consent.

6. Intellectual Property Rights. The Site and Content are protected by copyright, trademark, and other
intellectual property laws. Any unauthorized use of any trademarks, trade dress, copyrighted materials,
or any other intellectual property belonging to Valley Goat or any third party is strictly prohibited and
may be prosecuted to the fullest extent of the law.

7. Compliance with Laws. In connection with your access to and use of the Site, you are responsible for
complying with all applicable laws, regulations, and rules of all relevant jurisdictions, including all
applicable rules regarding online conduct.102266803.1

8. Restrictions on Your Use of the Site.
• You will not copy, duplicate, sell, publish, post, license, rent, distribute, modify, translate, adapt,
reverse-engineer, or create derivative works of the Site or Content without Valley Goat’s prior
written consent.
• You will not use the Site for unlawful purposes.
• You will not submit inaccurate, incomplete, or out-of-date information via the Site, commit fraud
or falsify information in connection with your use of the Site, including using stolen, expired, or
invalid payment information for reservation purposes.
• You will not engage in data mining or similar data gathering or extraction activities from the Site.
You will not use the Site to harvest email addresses, names, or other information of the users of
the Site or to spam other users of the Site.
• You will not access, use, or copy any portion of the Site or Content, through the use of indexing
agents, spiders, scrapers, bots, web crawlers, or other automated devices or mechanisms.
• You will not use the Site to post, transmit, input, upload, or otherwise provide any information or
material that contains any viruses, worms, Trojan horses, malware, ransomware, adware, or other
harmful computer code that may disable, damage, impair, or otherwise interfere with the Site, the
servers used to make the Site available, or any other network, computers, hardware, software or
systems.
• You will not engage in activities that aim to render the Site or associated services inoperable or
to make their use more difficult.
• You may not frame, mirror, or circumvent the navigational structure of any part of the Site.
• You may not upload, distribute, or transmit, or post anything to or through the Site that: (i) is
fraudulent, libelous, obscene, pornographic, indecent, violent, offensive, hate speech, harassing,
threatening, defamatory, harms another person, or the like; (ii) invades the privacy of another or
includes the confidential or proprietary information of another; or (iii) is protected by intellectual
property rights without the express prior written consent of the owner of such intellectual property
rights.
• You may not engage in any conduct while using the Site that Valley Goat considers inappropriate,
unauthorized, or contrary to the intended purpose of the Site.

9. Feedback and Other Content Submitted By You. If you submit comments or feedback to us regarding
the Site or its Content, or any other comments, questions, requests, content or information that is not
personal information ("Feedback"), we may use any comments and feedback that you send us in our
discretion and without attribution or compensation to you.

10. Social Media. Links to Valley Goat’s social media pages (e.g. Facebook, Twitter, LinkedIn, and
YouTube) may be included on the Site ("Social Media Pages"). Because anyone may post or tag on
Social Media Pages, posts do not necessarily reflect Valley Goat’s views. We reserve the right to remove
anything from our Social Media Pages, in our sole discretion. We may also take steps to block users from
access to our Social Media Pages who violate these Terms. If we follow, like, favorite, share, or re-post
an individual's content on our Social Media Pages, that is not an endorsement by Valley Goat of that third
party or any service or company they represent.102266803.1

11. NO WARRANTY. THE SITE AND CONTENT ARE PROVIDED “AS IS,” “AS AVAILABLE,”
AND WITHOUT ANY WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, EXPRESSLY DISCLAIMS ALL WARRANTIES OF
ANY KIND WITH RESPECT TO THE SITE AND CONTENT, EXPRESS OR IMPLIED,
INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-
INFRINGEMENT, AND ANY WARRANTIES ARISING FROM STATUTE, SUCH AS COURSE
OF PERFORMANCE, COURSE OF DEALING OR USAGE IN TRADE.
VALLEY GOAT MAKES COMMERCIALLY REASONABLE EFFORTS TO ENSURE THAT
ALL CONTENT ON THE SITE IS ACCURATE AND RELIABLE, BUT NEITHER ACCURACY
NOR RELIABILITY ARE GUARANTEED. VALLEY GOAT DOES NOT WARRANT OR
GUARANTEE THE QUALITY, COMPLETENESS, TIMELINESS, OR AVAILABILITY OF
THE SITE OR CONTENT. VALLEY GOAT DOES NOT WARRANT OR GUARANTEE THAT
THE SITE OR CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY
DEFECTS IN THE SITE OR CONTENT WILL BE CORRECTED, OR THAT THE SITE OR
THE SERVERS THAT MAKE THE SITE AVAILABLE ARE FREE OF VIRUSES OR OTHER
HARMFUL CONDITIONS OR COMPONENTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT WARRANT OR ENDORSE ANY THIRD-PARTY CONTENT.

12. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY
APPLICABLE LAW, IN NO EVENT WILL VALLEY GOAT OR ITS DIRECTORS, OFFICERS,
OWNERS, EMPLOYEES, CONTRACTORS, REPRESENTATIVES, CONSULTANTS,
VOLUNTEERS, AGENTS, SUPPLIERS, ATTORNEYS OR LICENSORS (TOGETHER,
“VALLEY GOAT PARTY(IES)”) BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL,
INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL LOSS OR DAMAGE,
ARISING OUT OF OR IN CONNECTION WITH THE SITE OR CONTENT, OR YOUR
ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR CONTENT,
REGARDLESS OF THE FORM OF ACTION, WHETHER THE CLAIM IS BASED IN
CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR
OTHERWISE, AND EVEN IF A VALLEY GOAT PARTY HAS EXPRESS KNOWLEDGE OF
THE POSSIBILITY OF THE LOSS OR DAMAGE.
YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP ACCESSING AND USING THE SITE
OR CONTENT. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE
LIABILITY OF THE VALLEY GOAT PARTIES ARISING OUT OF OR IN CONNECTION
WITH THE SITE OR CONTENT, OR YOUR ACCESS TO OR USE OF, OR INABILITY TO
ACCESS OR USE, THE SITE OR CONTENT EXCEED $100 U.S.D., EVEN IF ANY REMEDY
PROVIDED FAILS OF ITS ESSENTIAL PURPOSE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF
CERTAIN DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY
NOT APPLY TO YOU.

13. INDEMNIFICATION. YOU SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE
VALLEY GOAT PARTIES FROM AND AGAINST ALL LOSSES, CLAIMS, LIABILITIES,
DEMANDS, COMPLAINTS, ACTIONS, DAMAGES, JUDGMENTS, SETTLEMENTS, FINES,
PENALTIES, EXPENSES, AND COSTS (INCLUDING WITHOUT LIMITATION102266803.1
REASONABLE ATTORNEYS’ FEES) THAT ARISE OUT OF OR IN CONNECTION WITH
(A) YOUR VIOLATION OF APPLICABLE LAWS, (B) YOUR MISUSE OF THE SITE OR ANY
CONTENT, AND (C) YOUR BREACH OF THESE TERMS OR ANY OTHER TERMS ON THE
SITE. WE RESERVE, AND YOU GRANT TO US, THE EXCLUSIVE RIGHT TO ASSUME THE
DEFENSE AND CONTROL OF ANY MATTER SUBJECT TO INDEMNIFICATION BY YOU
(SUBJECT TO YOUR CONTINUING INDEMNIFICATION).

14. Third-Party Websites and Content. The Site may link to, or be linked to, websites not maintained or
controlled by Valley Goat. Those links are provided as a convenience to the visitors of our Site. Valley
Goat is not responsible for examining or evaluating the content or accuracy of third-party websites linked
through the Site. Valley Goat does not warrant or endorse any third-party website or any products or
services made available through those websites. When leaving the Site, it is the terms and privacy notice
of that third party that govern your use of the third-party site (and such third-party's use of your personal
information), not these Terms.
The Site may also contain certain third-party Content. We provide third-party content for your
convenience, not as an endorsement. The presence of third-party Content does not mean that Valley Goat
has reviewed the third-party Content or that there is any association between Valley Goat and any third
party. You access third-party Content at your sole risk. Valley Goat has no responsibility for any third-
party Content. Nothing in these Terms grants you any rights to any third-party Content.

15. Linking to the Site. You are prohibited from linking to the Site on your website or elsewhere without
the prior express written consent of Valley Goat. If Valley Goat grants you a right to link to the Site,
certain terms may apply, and Valley Goat reserves the right to revoke such consent at any time. You are
responsible for any costs incurred by Valley Goat in enforcing its rights under this Section.

16. Use in the United States. The Site is intended for use in the United States only. We do not guarantee
that use of the Site will be available or permitted in any location other than the United States. If you
choose to access the Site from a location other than the United States, you do so at your own risk. THE
EXISTENCE OF THE SITE OR ANY CONTENT SHALL NOT BE CONSTRUED AS VALLEY
GOAT OR THE VALLEY GOAT PARTIES OFFERING SUCH SITE OR CONTENT TO
PERSONS IN JURISDICTIONS WHERE THE PROVISION OF SUCH SITE OR CONTENT IS
PROHIBITED BY LAW.

17. Termination. If you violate applicable laws or these Terms, you are immediately prohibited from further
use of the Site or Content, and we may restrict your access to your Account or the Site or Content. Valley
Goat may suspend or terminate your use of the Site or any Content, in whole or in part, at any time in its
sole discretion for any reason. Valley Goat shall not be liable to you or anyone else for any damages
arising from or related to Valley Goat’s suspension or termination of your use or access to the Site or the
Content, or in the event Valley Goat modifies, discontinues or restricts the availability of your use the
Site or the Content (in whole or in part).

18. Site Unavailability. Without limiting the generality of the previous section, the Site or Content may be
unavailable or limited for various reasons, and we shall not be liable to you for any such unavailability,
including without limitation (a) hardware, software, server, network, or telecommunications failures,
(b) severe weather, war, riot, act of God, fire, earthquake, strike, labor shortage, etc., (c) regulatory
restrictions and other acts of government, (d) interruptions due to utility and power companies, and
(e) interruptions due to hacking or other malicious intrusion.

19. Cooperation with Law Enforcement. Valley Goat will cooperate with law enforcement if you are
suspected of having violated applicable laws. YOU WAIVE AND HOLD VALLEY GOAT PARTIES
HARMLESS FOR ANY COOPERATION WITH, OR DISCLOSURE OF YOUR102266803.1
INFORMATION TO, LAW ENFORCEMENT RELATING TO YOUR SUSPECTED
VIOLATION OF APPLICABLE LAWS.

20. Governing Law. These Terms will be governed by and construed, interpreted, and enforced in
accordance with the laws of the State of California without reference to its conflicts or choice of law
principles. Any arbitration or court proceeding will take place in Silicon Valley, California and you hereby
consent to the exclusive jurisdiction and venue of the state or Federal courts in California. You irrevocably
submit and consent to the personal jurisdiction of such courts. Any cause of action or other claim brought
by you with respect to the Site or Content must be commenced within one year after the cause of action
or claim arises.

21. Assignment. We may assign our rights and delegate our duties under these Terms at any time to any
party without notice to you. You may not assign your rights or delegate your duties under these Terms
without our prior written consent. These Terms inure to the benefit of Valley Goat’s successors and
assigns.

22. Entire Agreement. These Terms and any terms posted throughout the Site (if any) are the entire
agreement between you and Valley Goat with respect to your access to and use of the Site.

23. Waiver. Valley Goat’s failure to enforce any provision of these Terms will not constitute a waiver of
that provision or any other provision. Any waiver of any provision of these Terms will be effective only
if in writing and signed by Valley Goat.

24. Severability. If any provision of these Terms is held invalid, void, or unenforceable, that provision will
be severed from the remaining provisions and the remaining provisions will remain in full force and effect.
The headings in these Terms are for convenience only and do not affect the interpretation of these Terms.

25. Electronic Communications. These Terms and any other documentation, agreements, notices, or
communications between you and Valley Goat may be provided to you electronically to the extent
permissible by law.

26. Contact Us. Please direct any questions and concerns regarding these Terms to us at shgroupnotice@shgroup.com