1. Welcome to ShoeandBagswaps.com

A. Closetswaps (“Closetswaps.com”, “Shoeswaps.com”, “Shoeandbagswaps.com”, "Babyandkidswaps.com", “Closetswaps” or “we” or “our”) operates Closetswaps.com, which are unique social networking services that allows Members to create unique personal profiles or “closets” online in order to find and communicate with others who have clothing to swap or sell. Closetswaps is unique in that it is as much a social networking site as it is an e-commerce site for those who just love clothes. Closetswaps.com has established terms and conditions so as to maintain a positive experience for all of our members and visitors. Please read and understand these terms, and then enjoy your clothing socializing/shopping experience on our site. Your continued use of Closetswaps.com signifies your agreement to the most recent publication of the Terms and Conditions published on Closetswaps.com.

B. The services offered by Closetswaps include any Closetswaps-branded URL (the "Closetswaps Website"), the Closetswaps instant messaging service, email, discussion forum, daily poll, glass slipper, and any other features, content, or applications offered from time to time by Closetswaps in connection with Closetswaps’s business (collectively, the "Closetswaps Services").

C. This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of the Closetswaps Services. By using the Closetswaps Services, you agree to be bound by this Agreement, whether you are a "Visitor" (which means that you simply browse the Closetswaps Website, communicate with registered members, and/or purchase clothing, including through a mobile device, or otherwise use the Closetswaps Services without being registered) or you are a "Member" (which means that you have registered with Closetswaps and are a “closet” owner). The term "User" refers to a Visitor or a Member. You are only authorized to use the Closetswaps Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. If you do not agree to be bound by this Agreement and to follow all applicable laws, you should leave the Closetswaps Website and discontinue use of the Closetswaps Services immediately.

D. This Agreement includes Closetswaps's policy for acceptable use of the Closetswaps Services and Content (as described below) posted on or through the Closetswaps Services and your rights, obligations and restrictions regarding your use of the Closetswaps Services and Content posted on or through the Closetswaps Services.

E. Closetswaps may modify this Agreement from time to time and such modification shall be effective upon posting by Closetswaps on the Closetswaps Website. Your continued use of the Closetswaps Services after Closetswaps posts a revised Agreement signifies your acceptance of the revised Agreement. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

F. Please choose carefully the information you post in your “closet” and/or profile on or through the Closetswaps Services and the information you provide to other Users. Your Closetswaps profile may not include any form of Prohibited Content, as outlined below. Despite this prohibition, information, materials, products or services provided by other Closetswaps Members (for instance, in their closet or and/or profile) may, in whole or in part, be unauthorized, impermissible or otherwise violate this Agreement, and Closetswaps assumes no responsibility or liability for this material. If you become aware of misuse of the Closetswaps Services by any person, please click on the "Contact Us” link or the “Report Abuse” link at the bottom of the Closetswaps Website pages.

G. Closetswaps reserves the right, in its sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the Closetswaps Services at any time, for any or no reason, with or without prior notice or explanation, and without liability. Closetswaps expressly reserves the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the Closetswaps Services if Closetswaps determines, in its sole discretion that you have violated this Agreement or pose a threat to Closetswaps and/or its Users.

2. Eligibility and Membership.

A. Use of the Closetswaps Services and registration to be a Member for the Closetswaps Services (“Membership”) is void where prohibited.

B. By using the Closetswaps Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 18 years of age or older; and (d) your use of the Closetswaps Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 18 years of age and you represent yourself as 18 or older. Members who wish to buy, swap or sell must be at least 18 years of age, and are able to form a legally binding contract, or if you are younger than 18, you are using Closetswaps.com and the services offered by Closetswaps.com under the supervision of a parent or legal guardian who is able to form a legally binding contract.

C. Closetswaps.com members who wish to terminate their membership may do so at any time and for any reason. Membership accounts are not transferable and may not be used by any other individual other than the Closetswaps.com member who originally set up the Closetswaps.com membership. User names, profiles names, and/or closet names cannot be changed once they are established.

D. Closetswaps.com reserves the right to cancel dormant accounts at any time and without any prior notice. For information as to how your personal information will be gathered, stored, or used by Closetswaps.com, please see our Privacy Policy. By using Closetswaps.com, you are not forming any business venture, business partnership or any other business-related relationship with our company.

3. Term and Fees.

A. This Agreement, and any posted revision to this Agreement, shall remain in full force and effect while you use the Closetswaps Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. Closetswaps may terminate your Membership at any time, for any or no reason, with or without prior notice or explanation, and without liability.

B. You acknowledge that Closetswaps reserves the right to charge for any portion of the Closetswaps Services and to change its fees (if any) from time to time in its discretion. If Closetswaps terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of fees or payments (if any).

4. Password.

A. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify Closetswaps immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

5. Use by Members.

A. The Closetswaps Services are for the personal use of Members and may be used for promotional purposes as well, but direct commercial endeavors may only be used if they are specifically endorsed or authorized by Closetswaps. Closetswaps reserves the right to remove commercial content in its sole discretion. Illegal and/or unauthorized use of the Closetswaps Services, including collecting usernames, user id numbers, and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the Closetswaps Website, or employing third party promotional sites or software to promote profiles for money, is prohibited. Commercial advertisements, affiliate links, and other forms of unauthorized solicitation may be removed from Member profiles without notice or explanation and may result in termination of Membership privileges. Closetswaps reserves the right to take appropriate legal action for any illegal or unauthorized use of the Closetswaps Services.

6. Proprietary Rights in Content on Closetswaps.

A. Closetswaps does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, applications, or any other materials (collectively, "Content") that you post on or through the Closetswaps Services. After posting your Content to the Closetswaps Services, you continue to retain any such rights that you may have in your Content, subject to the limited license herein. By displaying or publishing ("posting") any Content on or through the Closetswaps Services, you hereby grant to Closetswaps a limited license to use, modify, delete from, add to, publicly perform, publicly display, reproduce, and distribute such Content solely on or through the Closetswaps Services, including without limitation distributing part or all of the Closetswaps Website in any media formats and through any media channels. This limited license does not grant Closetswaps the right to sell or otherwise distribute your Content outside of the Closetswaps Services. After you remove your Content from the Closetswaps Website we will cease distribution as soon as practicable, and at such time when distribution ceases, the license will terminate.

B. The license you grant to Closetswaps is non-exclusive (meaning you are free to license your Content to anyone else in addition to Closetswaps), fully-paid and royalty-free (meaning that Closetswaps is not required to pay you for the use on the Closetswaps Services of the Content that you post), sub licensable (so that Closetswaps is able to use its affiliates, subcontractors and other partners such as Internet content delivery networks and wireless carriers to provide the Closetswaps Services), and worldwide (because the Internet and the Closetswaps Services are global in reach).

C. You represent and warrant that: (i) you own the Content posted by you on or through the Closetswaps Services or otherwise have the right to grant the license set forth in this Section 6, and (ii) the posting of your Content on or through the Closetswaps Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of any Content posted by you on or through the Closetswaps Services.

D. The Closetswaps Services contain Content of Closetswaps ("Closetswaps Content"). Closetswaps Content is protected by copyright, trademark, patent, trade secret and other laws, and Closetswaps owns and retains all rights in the Closetswaps Content and the Closetswaps Services. Closetswaps hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the Closetswaps Content (excluding any software code) solely for your personal use in connection with viewing the Closetswaps Website and using the Closetswaps Services.

E. The Closetswaps Services contain Content of Users and other Closetswaps licensors. Except as provided within this Agreement, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the Closetswaps Services.

7. Content Posted.

A. By posting items on Closetswaps.com, you agree that you have full ownership of all items portrayed in the uploaded images and these items are in your physical possession. Closetswaps.com members are obligated to provide accurate and truthful information describing the items they upload to Closetswaps.com. Failure to accurately describe the items you upload or failure to ship your items that are requested by other members will lead to corrective action taken by Closetswaps.com.com against you, including, but not limited to revoking your Closetswaps.com membership or pursuing any necessary legal actions.

B. Closetswaps may reject, refuse to post or delete any Content for any or no reason, including Content that in the sole judgment of Closetswaps violates this Agreement or which may be offensive, illegal or violate the rights of any person or entity, or harm or threaten the safety of any person or entity. Closetswaps assumes no responsibility for monitoring the Closetswaps Services for inappropriate Content or conduct. If at any time Closetswaps chooses, in its sole discretion, to monitor the Closetswaps Services, Closetswaps nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.
C. You are solely responsible for the Content that you post on or through any of the Closetswaps Services, and any material or information that you transmit to other Members and for your interactions with other Users.

8. Content/Activity Prohibited.

A. The following are examples of the kind of Content and/or activity that is illegal or prohibited to post on or through the Closetswaps Services. Closetswaps reserves the right to investigate and take appropriate legal action against anyone who, in Closetswaps's sole discretion, violates this provision, including without limitation, removing the offending Content from the Closetswaps Services and terminating the Membership of such violators. Prohibited Content and/or activity includes, but is not limited to content and/or activity that, in the sole discretion of Closetswaps:

B. Content:
- Includes Counterfeit items or items that are mislabled, misleading, or incorrectly categorized;
- Includes pictures of items that do not match the item description
- is offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- exploits people in a sexual or violent manner;
- contains nudity, excessive violence, or offensive subject matter or contains a link to an adult website;
- solicits personal information from anyone under 18;
- publicly posts information that poses or creates a privacy or security risk to any person;
- constitutes or promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";
- contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
- furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;
- involves commercial activities and/or sales without prior written consent from Closetswaps such as contests, sweepstakes, barter, advertising, or pyramid schemes;
- includes a photograph or video of another person that you have posted without that person's consent;
- Violates the privacy rights, publicity rights, copyrights, trademark rights, contract rights or any other rights of any person;

C. Activity
- criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;
- advertising to, or solicitation of, any Member to buy or sell any products or services through the unauthorized or impermissible use of the Closetswaps Services. You may not transmit any chain letters or junk email to other Members. In order to protect our Members from such advertising or solicitation, Closetswaps reserves the right to restrict the number of emails which a Member may send to other Members in any 24-hour period to a number which Closetswaps deems appropriate in its sole discretion. If you breach this Agreement and send unsolicited bulk email, instant messages or other unauthorized commercial communications of any kind through the Closetswaps Services, you acknowledge that you will have caused substantial harm to Closetswaps, but that the amount of such harm would be extremely difficult to ascertain. As a reasonable estimation of such harm, you agree to pay Closetswaps $25 for each such unsolicited email or other unauthorized commercial communication you send through the Closetswaps Services;
- circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the Closetswaps Services;
- activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
- covering or obscuring the banner advertisements on your personal profile page, or any Closetswaps page via HTML/CSS or any other means;
- any automated use of the system, such as, but not limited to, using
scripts to add friends or send comments or messages;
- interfering with, disrupting, or creating an undue burden on the Closetswaps Services or the networks or services connected to the Closetswaps Services;
- impersonating or attempting to impersonate another Member, person or entity;
- using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;
- selling or otherwise transferring your profile;
- using any information obtained from the Closetswaps Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;
- displaying an unauthorized commercial advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the Closetswaps Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose; or
- using the Closetswaps Services in a manner inconsistent with any and all applicable laws and regulations.
- fail to deliver payment for items purchased by you
- fail to deliver items bought from you after receipt of payment
- fail to deliver swapped items

9. Protecting Copyrights and Other Intellectual Property.

A. Closetswaps respects the intellectual property of others, and requires that our users do the same. You may not upload, embed, post, email, transmit or otherwise make available any material that infringes any copyright, patent, trademark, trade secret or other proprietary rights of any person or entity. Closetswaps has the right to terminate the Membership of infringers.

B. If you believe your work has been copied and posted on or through the Closetswaps Services in a way that constitutes copyright infringement, please send Closetswaps's Copyright Agent a notification of claimed infringement with all of the following information: (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the Closetswaps Services (providing the URL(s) of the claimed infringing material satisfies this requirement); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (e) a statement by you, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or a uthorized to act on the copyright owner's behalf; and (f) your physical or electronic signature. Closetswaps's Copyright Agent for notification of claimed infringement can be reached at info@shoeandbagswaps.com.

10. Member Disputes.

A. You are solely responsible for your interactions with other Closetswaps Members. Closetswaps reserves the right, but has no obligation, to become involved in any way with disputes between you and other Members.

11. Privacy.

A. Use of the Closetswaps Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

12. Disclaimers.

A. Closetswaps is not responsible for and makes no warranties, express or implied, as to the User Content or the accuracy and reliability of the User Content posted on or through the Closetswaps Services, whether caused by Users of the Closetswaps Services or by any of the equipment or programming associated with or utilized in the Closetswaps Services and such User Content does not necessarily reflect the opinions or policies of Closetswaps. Profiles and third party applications created and posted by Members on the Closetswaps Website may contain links to other websites. Closetswaps is not responsible for the content, accuracy or opinions expressed on such websites, and such websites are not necessarily investigated, monitored or checked for accuracy or completeness by Closetswaps. Inclusion of any linked website on the Closetswaps Services does not imply approval or endorsement of the linked website by Closetswaps. When you access these third party sites, you do so at your own risk. Closetswaps takes no responsibility for third party advertisements or third party applications that are posted on or through the Closetswaps Services, nor does it take any responsibility for the goods or services provided by its advertisers. Closetswaps is not responsible for the conduct, whether online or offline, of any User of the Closetswaps Services. Closetswaps assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. Closetswaps is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Closetswaps Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the Closetswaps Services. Under no circumstances shall Closetswaps be responsible for any loss or damage, including personal injury or death, resulting from use of the Closetswaps Services, attendance at a Closetswaps event, from any User Content posted on or through the Closetswaps Services, or from the conduct of any Users of the Closetswaps Services, whether online or offline. The Closetswaps Services are provided "AS-IS" and as available and Closetswaps expressly disclaims any warranty of fitness for a particular purpose or non-infringement. Closetswaps cannot guarantee and does not promise any specific results from use of the Closetswaps Services.

13. Limitation on Liability.

A. IN NO EVENT SHALL CLOSETSWAPS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE CLOSETSWAPS SERVICES, EVEN IF CLOSETSWAPS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, CLOSETSWAPS'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO CLOSETSWAPS FOR THE CLOSETSWAPS SERVICES DURING THE TERM OF MEMBERSHIP.

14. Disputes.

A. The Agreement shall be governed by, and construed in accordance with, the laws of the State of California, without regard to its conflict of law provisions. You and Closetswaps agree to submit to the exclusive jurisdiction of the courts located within the State of California to resolve any dispute arising out of the Agreement or the Closetswaps Services. EACH OF THE PARTIES HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.

15. Indemnity.

A. You agree to indemnify and hold Closetswaps, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Closetswaps Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth in this Agreement and/or if any Content that you post on or through the Closetswaps Services causes Closetswaps to be liable to another.

16. Other.

A. This Agreement is accepted upon your use of the Closetswaps Website or any of the Closetswaps Services and is further affirmed by you becoming a Member. This Agreement constitutes the entire agreement between you and Closetswaps regarding the use of the Closetswaps Services. The failure of Closetswaps to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Closetswaps is a trademark of Closetswaps, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Please contact us at: info@shoeandbagswaps.com with any questions regarding this Agreement.