These Terms of Use were last modified on July 25, 2017.

In consideration for CLOSET ENVY LLC and/or its affiliates ("Closet Envy", "we", "our" and "us") permitting you to access the Site (as defined herein), you agree to be bound by, and act in accordance with, these Terms of Use (the "Terms" and/or the "Agreement") as amended from time to time by Closet Envy. Subject to these Terms, Closet Envy grants to you a non-transferable, non-exclusive, limited license to access the Site and to use the Site for personal use only.

1. INTRODUCTION

1.1 Closet Envy provides Site features and other products and services to you when you visit theclosetenvy.com, use our products or services, use our applications for mobile, or use software provided by Closet Envy in connection with any of the foregoing (collectively, the “Service” and/or "Services"). We provide the Services subject to the following conditions. The Services are made available by and through internet websites, including without limitation the site www.theclosetenvy.com. The Site offers a variety of resources, products and services, which include closet design and construction services, communication tools, administrative services, download areas, advertising and information, some or all of which may be accessed through a variety of means (all of which are collectively called the "Sites" and/or "Site"). The term "you" or "your" includes any of your subsidiaries, affiliates, employees and parent or legal guardian, whether or not you register as a customer of the Site (a “Customer”). If you object to anything in these Terms of Use or the Site’s Privacy Policy, do not use the Site or the Service.

1.2 PLEASE READ THESE TERMS OF USE CAREFULLY. By accessing or using the Site in any way you are agreeing to comply with these Terms of Use, including any documents, policies and guidelines incorporated by reference, including without limitation the Site’s Privacy Policy and Cookie Policy/ (referred to collectively as the "Terms" and/or the “Agreement”). Certain services available through the Site may have their own terms and conditions that apply to your purchase or use of that particular service. The Terms do not alter in any way the terms or conditions of any of the other written or online terms and conditions or agreements you may have or will have with Closet Envy, including any other site terms of use with a Closet Envy affiliate. To the extent that there is any conflict between these Terms and any terms and conditions or agreements relating to services you have purchased or online tools you use or to which you subscribe, those other terms and conditions or agreements will govern. This Agreement includes the Site's Acceptable Use Policy for Content posted on the Site, the Site's Privacy Policy, the Site's subscription policies and any notices regarding the Site. By accessing the Site, you accept this Agreement and agree to all of the terms, conditions and notices contained or referenced herein.

1.3 I promise to read these Terms carefully and retain them for future reference. You understand that these Terms govern all aspects of your use of the Site, including all functionality offered now or in the future through the Site. By agreeing to these Terms, you acknowledge receipt of these Terms and the Privacy Policy. You agree to consult the Site regularly for up-to-date information about these Terms and the Closet Envy Privacy Policy. My continued use of the Site reaffirms your agreement to the then-in-effect Terms.

1.4 If you are unwilling to be bound by these Terms, you will not click "I AGREE" below; you understand you will not have access to some or all of the Site in such event. Closet Envy, in its sole discretion, reserves the right to decline to grant you access to the Site, and/or to revoke your access to the Site at any time.

1.5 Various features of the Site may be offered or processed through a third-party service provider, which may be a company unaffiliated with Closet Envy, or through an affiliate of Closet Envy. Unless otherwise noted, all authority granted to, or limitations of liability of, Closet Envy shall include its affiliates, agents and representatives and any service provider to Closet Envy, and agents or affiliates acting on behalf of Closet Envy are authorized to provide the services contemplated by these Terms.

1.6 I UNDERSTAND THAT CLICKING "I AGREE" IS THE LEGAL EQUIVALENT OF MY MANUALLY SIGNING THE TERMS, AND YOU WILL BE LEGALLY BOUND BY THE TERMS. YOU UNDERSTAND THAT BY ACCESSING THE SITE, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS.

2. AUTHORITY

2.1 If you are a natural person, you represent that you have attained the age of majority and have the legal capacity to enter into these Terms and perform your obligations under them. If you are a legal entity, including without limitation a corporation, limited liability company, partnership, estate or trust, you represent that you have all necessary power and authority to execute and perform these Terms and that the execution and performance of these Terms will not cause you to violate any provisions in your charter, by-laws, operating agreement, partnership agreement, trust agreement or other constituent agreement or instrument. You further represent that these Terms, as amended from time to time, are your legal, valid and binding obligation, enforceable against you in accordance with its terms.

3. CHANGES TO THE TERMS OR SITE

3.1 We may change or modify the Terms from time-to-time without notice other than posting the amended Terms on the Site. The amended Terms will automatically be effective when posted on the Site. Your continued use of the Site after any changes in these Terms shall constitute your consent to such changes. We reserve the right to change, modify or discontinue, temporarily or permanently, the Site (or any portion thereof), including any and all content contained on the Site, at any time without notice. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site (or any portion thereof).

4. CONTENT ON THE SERVICES

4.1 The Services and all materials made available on the Site (including, but not limited to news, articles, photographs, images, illustrations, audio clips and video clips, also known as the "Content") are protected by U.S. and international copyright laws, and owned or controlled by us or the party credited as the provider of the Content. You shall abide by all additional copyright notices, information, or restrictions contained in any Content accessed through the Site.

4.2 You may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as provided in Section 4.3 of these Terms of Use), create new works from, distribute, perform, display, or in any way exploit, any of the Content or the Services (including software) in whole or in part.

4.3 You may download or copy the Content and other downloadable items displayed on the Site for personal use only, provided that you maintain all copyright and other notices contained therein. Copying or storing of any Content for other than personal use is expressly prohibited without prior written permission from Closet Envy, or the copyright holder identified in the copyright notice contained in the Content.

5. PROPRIETARY RIGHTS

5.1 The Site owns and retains all proprietary rights in the Site and the Service. The Site contains the copyrighted material, trademarks, and other proprietary information of the Site, and its licensors. Except for that information which is in the public domain or for which you have been given written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information.

6. ELECTRONIC COMMUNICATIONS

6.1 When you use any part of the Service, or send e-mails to us or to any other User, you are communicating electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Site or through the other Services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

6.2 You understand and agree that the Site may include service announcements and administrative messages as well as other non-transactional communications, and that agreeing to receive these communications is a requirement of participation in the Site. You will not be able to opt out of receiving these communications. You agree not to access the Site by any means other than through the interfaces that are provided or approved by Closet Envy.

7. REGISTRATION & PASSWORD

7.1 In order to utilize the Services, you must maintain certain relationships with Closet Envy, which may include, without limitation, maintaining certain account types with certain Closet Envy affiliates (an "Eligible Relationship"). You understand that we may determine in our sole discretion what constitutes an Eligible Relationship, and further that we may amend or revise the meaning of Eligible Relationship without notice, in which case your status as a Customer may be subject to immediate termination. The Site is available to you only via a connection through the internet. You are responsible for paying any and all service fees associated with your access. In addition, you must provide all equipment necessary to make such connection to the internet, including a computer and modem or other access device. You understand you are not eligible to be a User if you are not 18 years old or older.

7.2 Whenever you provide us information on the Site, you agree to: (a) provide true, accurate, current and complete information and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is, or we have reasonable grounds to suspect that the information is, untrue, inaccurate, not current or incomplete, we may without notice suspend or terminate your access to the Site and refuse any and all current or future use of the Site (or any portion thereof).

7.3 If any portion of the Site requires you to register or open an account you may also be asked to choose a password and a user name. Please select a password that would not be obvious to someone trying to guess your password, and change it regularly as an added precaution. You are responsible for maintaining the confidentiality of the password and account, and you are fully responsible for all activities that occur under your password or account identification. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security. Without limiting any rights which we may otherwise have, we reserve the right to take any and all action, as we deem necessary or reasonable, to ensure the security of the Site and your account, including without limitation terminating your account, changing your password, or requesting additional information to authorize transactions on your account. Notwithstanding the above, we may rely on the authority of anyone accessing your account or using your password and in no event and under no circumstances shall we be held liable to you for any liabilities or damages resulting from or arising out of (i) any action or inaction of Closet Envy under this provision, (ii) any compromise of the confidentiality of your account or password and (iii) any unauthorized access to your account or use of your password. You may not use anyone else's account at any time, without the permission of the account holder.

7.4 Closet Envy reserves the right in its discretion (i) to monitor your use of the Site and Information transmitted through the Site, (ii) to restrict or foreclose access from certain Internet sites or other resources, and (iii) to take other actions it deems necessary to protect the Site and its resources. Due to this monitoring, you understand you cannot expect that communications through the Site will remain "private" or otherwise free of review. You will refer to the Closet Envy Privacy Policy for a precise statement concerning expectations of privacy.

8. ACCOUNT SECURITY

8.1 The security of your personal identifying information is important to us. While there is no such thing as "perfect security" on the internet, we will take reasonable steps to help ensure the safety of your personal identifying information. However, you understand and agree that such steps do not guarantee that use of the Site is invulnerable to all security breaches, and that we make no warranty, guarantee, or representation that use of the Site is protected from viruses, security threats or other vulnerabilities.

8.2 If you use any Closet Envy Service, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. Closet Envy reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.

8.3 Users of the Site provide their real names and information. Here are some commitments you make to us relating to registering and maintaining the security of your account:

  • 1. You will not provide any false personal information on the Site, or create an account for anyone other than yourself without permission.
  • 2. You will not create more than one account.
  • 3. If we disable your account, you will not create another one without our permission.
  • 4. You will not use the Site if you are under 18.
  • 5. You will keep your contact information accurate and up-to-date.
  • 6. You will not share your password, let anyone else access your account, or do anything else that might jeopardize the security of your account.
  • 7. You will not transfer your account to anyone without first getting our written permission.
  • 8. You will not post content or take any action on the Site that infringes or violates someone else's rights or otherwise violates the law.
  • 9. We can remove any content or information you post on the Site if we believe that it violates these Terms or our policies.
  • 10. You will not use our copyrights or trademarks, or any confusingly similar marks, except as expressly permitted by our Brand Usage Guidelines or with our prior written permission.
  • 11. You will not post anyone's identification documents or sensitive financial information on the Site.

9. PAYMENT INFORMATION

9.1 Should you choose to place an order for products offered on the Site, Closet Envy accepts the following methods of payment: Visa, MasterCard, and American Express. Closet Envy also accepts payment by debit card, checking account, and through Bill Me Later®, PayPal® and Google® payment methods. Credit and debit cards will be charged at the time the order is placed.

10. REFUND AND RETURNS POLICY

10.1 If you are not happy with your purchase at theclosetenvy.com you may return your product (subject to some restrictions) within thirty (30) days. For a full refund, 100% of the original packaging must be returned. If you ordered the wrong item it must be reported within five (5) business days of delivery. A restocking fee may be applied. Returns will require a Return Authorization (“RA”) to be completed. Instructions on the RA process can be found on www.theclosetenvy.com or by calling our support line at 888-844-4623. Please visit www.theclosetenvy.com for full details regarding our return policy. If you have a refund request or question regarding our refund policy, please contact Closet Envy at: admin@theclosetenvy.com.

11. COPYRIGHT AND AUTHORIZATION

11.1 The Site provides you access to a variety of information, communications, advertising and other services, products, data and materials ("Content"). Some of the Content is owned by us and/or our affiliates. Other portions are owned by non-Closet Envy companies or third parties such as suppliers, vendors, and licensors (including Content that is generated by users as further described in Section 16). All content included in or made available through any of our Services, such as text, graphics, logos, button icons, images, audio or video clips, digital downloads, and data compilations is the property of Closet Envy or its content suppliers and is protected by United States and international copyright laws. The compilation of all Content included in or made available through any Service is the exclusive property of Closet Envy and protected by U.S. and international copyright laws.

11.2 You may not post, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. Without limiting the foregoing, if you believe that your work has been copied and posted on the Service in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; a description of the copyrighted work that you claim has been infringed; a description of where the material that you claim is infringing is located on the Site; your address, telephone number, and email address; a written 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; a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. The Site's Copyright Agent for notice of claims of copyright infringement can be reached at admin@theclosetenvy.com.

12. TRADEMARKS AND SERVICE MARKS

12.1 Trademarks (including but not limited to our Logo) that are used or displayed on the Site are owned by us or by third parties other than Closet Envy that offer and provide products and services on or through the Site. The trademarks on the Site may not be copied or used, in whole, partial or modified form, without the prior written permission of Closet Envy or, if applicable, its licensor. In addition, our custom graphics, logos, button icons, scripts, and page headers are covered by trademark, trade dress, copyright or other proprietary right law, and may not be copied, imitated, or used, in whole, partial or modified form, without our prior written permission. Other trademarks, service marks, registered trademarks, product and service names, and company names or logos that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Closet Envy. You may not use any meta tags or any other "hidden text" utilizing a Closet Envy name, trademark, or product name without Closet Envy´s express written consent. Other trademarks and trade names are those of their respective owners.

12.2 In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through any Closet Envy Service are trademarks or trade dress of Closet Envy in the U.S. and other countries. Closet Envy's trademarks and trade dress may not be used in connection with any product or service that is not Closet Envy's, in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits Closet Envy. All other trademarks not owned by Closet Envy that appear in any Closet Envy Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Closet Envy.

13. LICENSE AND ACCESS

13.1 Some portions of the site may require you to download software ("Software") in order that you may access the Site, the services provided through the Site and/or the Content. The Software may be the property of Closet Envy or a supplier, vendor, or licensor to Closet Envy. The Content and Software are protected by a variety of laws governing the use of copyrights, trademarks, patents, or trade secrets. Subject to the rules and limitations set forth in the Terms, you are granted a limited, non-sublicensable right to access the Site, the Content and the Software for your personal non-commercial use only, except as otherwise permitted. This license does not include any resale or commercial use of any Closet Envy Service, or its contents; any collection and use of any product listings, descriptions; any derivative use of any Closet Envy Service or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. All rights not expressly granted to you in these Terms of Use are reserved and retained by Closet Envy or its licensors, suppliers, publishers, rightsholders, or other content providers. No Closet Envy Service, nor any part of any Closet Envy Service or Content, may be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of Closet Envy. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Closet Envy without express written consent. You may not use any meta tags or any other "hidden text" utilizing Closet Envy's name or trademarks without the express written consent of Closet Envy. You may not misuse the Services. You may use the Services only as permitted by law. The licenses granted by Closet Envy terminate if you do not comply with these Terms of Use or any Service Terms.

13.2 Without limiting the generality of the foregoing, no Software or underlying information or technology may be downloaded or otherwise exported or re-exported (a) into Cuba, North Korea, Iran, Sudan, Syria or any other country for which the U.S. maintains an embargo on such exports, or (b) to a person or entity identified on lists of the U.S. Treasury Department (e.g., Specially Designated Nationals, Denied Persons or Entities) or the U.S. Commerce Department (e.g., Entity List, Table of Deny Orders), which control such exports. By downloading or using the Software or underlying information or technology, you agree to the foregoing and represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

14. THIRD-PARTY PRODUCTS AND SERVICES

14.1 Parties other than Closet Envy may offer and provide products and services on or through the Site. Except for Closet Envy branded information, products or services that are identified as being supplied by Closet Envy, Closet Envy does not operate, control, or endorse any information, products, or services on the Site or accessible through the Site in any way. Closet Envy is not responsible for examining or evaluating, and Closet Envy does not warrant the offerings of, any of these businesses or individuals or the content of their Site. Closet Envy does not assume any responsibility or liability for the actions, product, and content of all these and any other third parties. You should carefully review their privacy statements and other terms of use.

14.2 The Site may contain links to other sites, resources, and advertisers not operated by Closet Envy. The links are provided for your convenience. The inclusion of any links to other Site does not imply affiliation, endorsement or adoption by Closet Envy of those Site or the contents therein. We are not responsible for the contents, links or privacy of any linked Site. Access to any other Site linked to the Site is at your own risk. When leaving the Site, you should carefully review the applicable terms and policies, including privacy and data gathering practices, of that third-party Site.

14.3 You further acknowledge and agree that the Site shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such Content, goods or services available on or through any such site or resource.

15. PRODUCT AND SERVICE INFORMATION

15.1 Closet Envy does not warrant that information, graphic depictions, product and service descriptions or other content of the Site is accurate, complete, reliable, updated, current, or error-free. Closet Envy may make improvements or changes to any of its content, information products, services, or programs described on the Site at any time without notice. You agree to notify Closet Envy immediately if you become aware of any errors or inconsistencies with any products or services through the Site and comply with any corrective action taken by Closet Envy.

16. USER SUBMITTED CONTENT

16.1 Our Site may have "publicly accessible areas" such as message boards, forums, customer profiles, yellow pages, job folders or other features that allow users to post Content that will be accessible by the public or the user population generally. With respect to any message, data, image, text, photos, graphics, audio, video or other material you elect to post to such publicly accessible areas of the Site, while you retain any and all of your lawfully owned rights in such Content, you grant Closet Envy a royalty-free, perpetual, irrevocable, non-exclusive and fully sublicensable right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform and display such Content which you provide (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed and to exercise the same rights with respect to such works. You also permit any user of the Site to access, display, view, store, distribute, perform, reproduce and prepare derivative works of, such Content that you have placed in publicly accessible areas of the Site. No compensation will be paid to you or to any other person or entity with respect to the posting or use of your Content. Closet Envy is under no obligation to post or use any Content you may provide and Closet Envy may remove your Content at any time in its sole discretion. You agree that Closet Envy is not under any obligation of confidentiality, express or implied, with respect to your Content. You represent and warrant that you own or otherwise control all necessary rights to the Content that you post, that such Content is accurate, that use of the Content you supply does not violate these Terms, specifically including without limitation the requirements of Section 19 (Acceptable Use), and will not cause injury to any person or entity, and that you will indemnify Closet Envy for all claims resulting from the Content you supply.

16.2 You agree not to propose, post or submit to Closet Envy ideas, concepts, copy, proposals, inventions, methods or techniques for new or proposed services or products (collectively referred to as "Submitted Material") through the Site. In the event you do so, you hereby grant to Closet Envy a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty-free license to use all such Submitted Material in any manner whatsoever without compensation or attribution to you. You also grant to Closet Envy the right, at its sole discretion, to use your name in connection with the Submitted Materials and other information as well as in connection with all advertising, marketing and promotional material related to such material and information. Use of such Submitted Material shall not require permission from or payment to you or to any other person or entity. You agree that Closet Envy is not under any obligation of confidentiality, express or implied, with respect to the Submitted Material. You agree that you shall have no recourse against Closet Envy for any alleged or actual infringement or misappropriation of any proprietary right in Submitted Material and that the submission of any Submitted Material to Closet Envy, including the posting of materials to any forum or interactive area on the Site, irrevocably waives any and all "moral rights" in such materials. You represent and warrant that you own or otherwise control all of the rights to the Submitted Material that you post, that the Submitted Material is accurate and, that use of the Submitted Material you supply does not violate these Terms and will not cause injury to any person or entity.

16.3 Closet Envy does not generally pre-screen or control Content posted by users of the Site, and, therefore, does not guarantee the accuracy, integrity or quality of such Content. Closet Envy shall have the right (but not the obligation) in its sole discretion to monitor, refuse or remove any Content that is available via the Site for any or no reason, including that any Content violates these Terms or is otherwise objectionable. We take no responsibility and assume no liability for any Content uploaded, transmitted, or downloaded by you or any third party, or for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography, or profanity you may encounter. As the provider of the Site, we are only a forum and are not liable for any statements, representations, or Content provided by Site users. Any opinions, advice or recommendations expressed therein are those of the users providing such Content and not those of Closet Envy. We do not endorse any Content or any opinion, recommendation or advice expressed therein.

16.4 No reviews, comments, photos, suggestions, ideas, comments, questions, or other content or information posted to the Site shall contain illegal, obscene, threatening, or defamatory material; nor shall any such posted content be invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable. Posted content shall not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam." You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. Closet Envy reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.

16.5 If you do post content or submit material, and unless we indicate otherwise, you grant Closet Envy a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant Closet Envy and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify Closet Envy for all claims resulting from content you supply. Closet Envy has the right but not the obligation to monitor and edit or remove any activity or content. Closet Envy takes no responsibility and assumes no liability for any content posted by you or any third party.

16.6 You understand that you participate in the Site at your own risk, and Closet Envy expressly disclaims responsibility for the Content found on the Site. Closet Envy has the right (but not the obligation) to review and take down any Content submitted to the Site. You understand that by accessing the Site you may be exposed to material that you deem to be offensive, indecent, obscene or otherwise objectionable. Under no circumstances will you hold Closet Envy and its subsidiaries, affiliates and their respective officers, directors, agents, shareholders and employees (the "Closet Envy Parties") liable for any Information, Public Information or other Content displayed or made available through the Site, or for any loss or damage of any kind incurred as a result of your use of the Site.

17. REPRESENTATIONS AND WARRANTIES

17.1 You represent, warrant and covenant (a) that no materials of any kind submitted through your account will (i) violate, plagiarize, or infringe upon the rights of any third party, including copyright, trademark, privacy or other personal or proprietary rights; or (ii) contain libelous or otherwise unlawful material; (b) that you are at least eighteen (18) years old; and (c) that prior to purchasing any product or service on the Site that you will carefully read and truthfully certify your understanding of these Terms of Use. You hereby indemnify, defend and hold harmless the Site and all customers, managers, officers, directors, owners, agents, information providers, affiliates, licensors and licensees (collectively, the "Indemnified Parties") from and against any and all liability and costs, including, without limitation, reasonable attorneys' fees, incurred by the Indemnified Parties in connection with any claim arising out of any breach by you or any user of your account of these Terms of Use or the foregoing representations, warranties and covenants. You shall cooperate as fully as reasonably required in the defense of any such claim. The Site reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

17.2 The Site does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed, uploaded, or distributed through the Services by any user, information provider or any other person or entity. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk. THE SERVICES AND ALL DOWNLOADABLE SOFTWARE ARE DISTRIBUTED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU HEREBY ACKNOWLEDGE THAT USE OF THE SERVICES IS AT YOUR SOLE RISK.

18. RELIANCE ON CONTENT OR ADVICE

18.1 Opinions, advice, statements, offers, or other information or content made available through the Service are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. THE SITE DOES NOT: (I) GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION ON THE SITE, OR (II) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY PARTY THAT APPEARS ON THE SITE. UNDER NO CIRCUMSTANCES WILL THE SITE OR ITS AFFILIATES BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SITE OR TRANSMITTED TO OR BY ANY CUSTOMERS AND/OR USERS.

19. ACCEPTABLE USE

19.1 You agree to use the Site and the Content (whether provided by us or others), as well as any Software provided in connection with the Site, in a manner consistent with all applicable laws and regulations. Additionally, you will not take any of the following actions with respect to the Site, related Software, or Content, nor will you use the Site or related Software to upload, post, email, distribute, transmit, link, solicit or otherwise make available any Content or use the Site in any manner that:

  • 1. is unlawful, harmful to minors, threatening, harassing, abusive, defamatory, slanderous, vulgar, gratuitously violent, obscene, pornographic, indecent, lewd, libelous, invasive of another's privacy, or racially, ethnically or otherwise offensive, hateful or abusive;
  • 2. infringes someone else's patent, trademark, trade secret, copyright or other intellectual property or other rights;
  • 3. removes any proprietary notices or labels on the Content;
  • 4. advocates or solicits violence, criminal conduct or the violation of any local, state, national or international law or the rights of any third party;
  • 5. changes the topic of a thread to purposefully disrupt the flow of a conversation (i.e., thread jacking);
  • 6. is deceptive in any way, such as an offer to sell fraudulent goods or contains an impersonation of any person or entity or misrepresents an affiliation with a person or entity;
  • 7. constitutes unsolicited or unauthorized advertising, junk or bulk e-mail (SPAM), chain letters, or any other unsolicited commercial or non-commercial communication;
  • 8. interferes with others using the Site;
  • 9. is off-topic according to the description of the group, forum or webpage;
  • 10. contains software viruses, worms, time bombs, corrupted files, Trojan horses or any other computer code, files, or programs that are designed or intended to disrupt, damage, overburden, impair or limit the functioning of any software, hardware, network, server or communications systems or equipment;
  • 11. contains a charity request, petitions for signatures, chain letters or letters relating to a pyramid scheme;
  • 12. disrupts, interferes or inhibits any other User from enjoying the Site or other affiliated or linked Site, material, contents, products and/or services.
  • 13. uses any robot, spider, or other such programmatic or automatic device, inducing but not limited to automated dial-in or inquiry devices, to obtain information from the Site or otherwise monitor or copy any portion of the Site, products and/or services;
  • 14. creates a false identity for the purpose of misleading others;
  • 15. prepares, compiles, uses, downloads or otherwise copies any user information and/or usage information for any portion thereof, or transmit, provide or otherwise distribute (whether or not for a fee) such information to any third party;
  • 16. uses any Closet Envy domain name as a pseudonymous return email address;
  • 17. contains any offer for unsolicited goods or services or any advertising or promotional materials, except in those areas specifically designated for such purpose, if any;
  • 18. provides material support or resources (or conceals or disguises the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
  • 19. attempts to disable, bypass, modify, defeat or otherwise circumvent any of the digital rights management or other security related tools incorporated into the software or any Content or the Site;
  • 20. reproduces, duplicates, copies, sells, trades, resells or exploits for any commercial purposes, any portion of the Site or Content, use of the Site, or access to the Site;
  • 21. publishes, publicly performs or displays, or distributes to any third party any Content, including reproduction on any computer network or broadcast or publications media;
  • 22. systematically collects and uses any Content including the use of any data mining, or similar data gathering and extraction methods;
  • 23. makes derivative uses of the Site or the Content;
  • 24. uses, frames, or utilizes framing techniques to enclose any portion of the Site (including the images found at the Site or any text or the layout/design of any page or form contained on a page);
  • 25. harasses or advocates harassment of another person;
  • 26. promotes information that is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
  • 27. contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
  • 28. provides material or solicits personal information from anyone under the age of 18;
  • 29. provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; and/or
  • 30. modifies, translates, decompiles, disassembles, uses reverse engineering or otherwise attempts to derive the source code for the computer systems and other technology that operate the Site. For purposes of these Terms, "reverse engineering" shall include the examination or analysis of the Site to determine the source code, structure, organization, internal design, algorithms or encryption devices of the Site's underlying technology.

19.2 You understand that we may determine in our sole discretion what constitutes acceptable behavior and activity within the Site. Without limiting our right to make community standard and Content decisions in our sole discretion, you will not use the Site to:

  • 1. impersonate any person or entity;
  • 2. offer any contest, giveaway, or sweepstakes ("promotion") on the Site;
  • 3. engage in manipulative practices designed to obfuscate the true intent of your submissions to the Site, or to artificially generate traffic to another website;
  • 4. express or imply that any statements you make are endorsed by the Site without our specific prior written consent;
  • 5. post false claims regarding any products or services (whether offered on the Site or otherwise);
  • 6. remove any copyright, trademark or other proprietary rights notices contained in the Service;
  • 7. forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Service;
  • 8. “frame” or “mirror” any part of the Service or the Site, without the Site's prior written authorization. You also shall not use meta tags or code or other devices containing any reference to the Site or the Service or the site in order to direct any person to any other website for any purpose; or
  • 9. engage in actions that violate either the letter or spirit of the Terms, or which violate any applicable laws.

20. NOTICE TO INTERNATIONAL USERS

20.1 This Site may be accessed by users from countries outside of the United States. This Site may contain products, or references to products, which are not available outside the United States. These references do not imply that Closet Envy intends to make such products available outside the United States. This Site is owned and operated by Closet Envy in the United States. If you choose to access and use the Site from outside the United States you are responsible for complying with the applicable local laws and regulations of your country.

21. GENERAL PRACTICE REGARDING USE AND STORAGE

21.1 You acknowledge that Closet Envy may establish general practices and limits concerning use of the Site, including without limitation the maximum number of days that email messages, message board postings or other uploaded Content will be retained by the Site, the maximum number of email messages that may be sent from or received by an account on the Site, the maximum size of any email message that may be sent from or received by an account on the Site, the maximum disk space that will be allotted on Closet Envy´s servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Site in a given period of time. Your use of this Site constitutes your consent to allow Closet Envy to store electronic communications on its servers. You agree that Closet Envy has no responsibility or liability for the deletion or failure to store any messages and other communications or other content maintained or transmitted by the Site. You acknowledge that Closet Envy reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Closet Envy reserves the right to modify these general practices and limits from time to time.

22. COMMUNICATIONS BETWEEN THE SITE AND USERS

22.1 The Site reserves the right to send electronic mail to you for the purpose of informing you of changes or additions to the Service.

22.2 The Site reserves the right to disclose information about your usage and demographics, provided that it will not reveal your personal identity in connection with the disclosure of such information. Advertisers and/or Licensees on the Site may collect and share personal information about you only if you indicate your acceptance. For more information please read our Privacy Policy.

22.3 The Site may contact you via e-mail regarding your participation in user surveys, asking for feedback on current Services or prospective products and services. This information will be used to improve the Services and better understand our users, and any information we obtain in such surveys will not be shared with third parties, except in aggregate form.

22.4 The Site reserves the right to disclose all information regarding your account to U.S. or foreign regulatory agencies as may be required by applicable law or otherwise requested by said agencies.

23. MODIFICATIONS TO SERVICE

23.1 The Site reserves the right at any time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that the Site shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.

24. TERMINATION/SUSPENSION

24.1 You agree that Closet Envy may immediately terminate or suspend your account, any associated email address, and access to all or any part of the Site or change your password without notice. Cause for such termination, suspension or change shall include, but not be limited to, (a) breaches or violations of these Terms or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Site (or any part thereof,) (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, and/or (g) engagement by you in fraudulent or illegal activities. Termination of your account includes (or, if Closet Envy elects instead to suspend your account, may include any one or more of the following) (a) removal of access to all offerings within the Site, (b) deletion of your password and all related information, files and other content associated with or inside your account (or any part thereof) and (c) barring of further use of the Site. You agree that all terminations and suspensions for cause shall be made in Closet Envy´s sole discretion and that Closet Envy shall not be liable to you or any third party for any termination or suspension of your account, loss of storage, any associated email address, or access to the Site. Further, Closet Envy reserves the right, to immediately terminate or suspend your account, any associated email address, and access to the Site at any time for any reason and without notice to you in its sole discretion.

25. BLOCKING OF IP ADDRESSES

25.1 In order to protect the integrity of the Service, the Site reserves the right at any time in its sole discretion to block Customers from certain IP addresses from accessing the Site.

26. DISCLAIMERS

26.1 The Site is not responsible for any incorrect or inaccurate Content posted on the Site or in connection with the Service, whether caused by Users of the Site, Customers or by any of the equipment or programming associated with or utilized in the Service. The Site is not responsible for the conduct, whether online or offline, of any user of the Site or Customer of the Service. The Site 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, User or Customer communications. The Site 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 email or players on account of technical problems or traffic congestion on the Internet or at any Site or combination thereof, including injury or damage to Users and/or Customers or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Service. Under no circumstances will the Site or any of its affiliates, advertisers, promoters or distribution partners be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Site or the Service, any Content posted on the Site or transmitted to Customers, or any interactions between users of the Site, whether online or offline. The Site and the Service are provided “AS-IS” and the Site expressly disclaims any warranty of fitness for a particular purpose or non-infringement. The Site cannot guarantee and does not promise any specific results from use of the Site and/or the Service.

26.2 In addition to the preceding paragraph and other provisions of this Agreement, any advice that may be posted on the Site is for informational purposes only and is not intended to replace or substitute for any professional financial, medical, legal, or other advice. The Site makes no representations or warranties and expressly disclaims any and all liability concerning any treatment, action by, or effect on any person following the information offered or provided within or through the Site. If you have specific concerns or a situation arises in which you require professional advice, you should consult with an appropriately trained and qualified specialist.

27. DISCLAIMER OF WARRANTIES

27.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  • 1. YOUR USE OF OUR SITE, INCLUDING ANY CONTENT OR INFORMATION CONTAINED WITHIN THE SITE, ANY SITE-RELATED SERVICE OR SOFTWARE THAT IS PROVIDED TO YOU, IS AT YOUR SOLE RISK. OUR SITE, INCLUDING ANY CONTENT, SOFTWARE OR INFORMATION CONTAINED WITH THE SITE AND ANY SITE-RELATED SERVICE, IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. CLOSET ENVY AND ITS CO-BRANDERS, SUPPLIERS, LICENSORS, AND OTHER RELATED PARTIES, AND THEIR RESPECTIVE OFFICERS, AGENTS, REPRESENTATIVES, AND EMPLOYEES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA AND NON-INFRINGEMENT. BECAUSE SOME JURISDICTIONS MAY NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, SOME OF THESE EXCLUSIONS MAY NOT APPLY TO YOU.
  • 2. CLOSET ENVY AND ITS CO-BRANDERS, SUPPLIERS, LICENSORS, AND OTHER RELATED PARTIES, AND THEIR RESPECTIVE OFFICERS, AGENTS, REPRESENTATIVES, AND EMPLOYEES MAKE NO WARRANTY THAT (i) OUR SITE WILL MEET YOUR REQUIREMENTS, (ii) MATERIALS, SOFTWARE OR CONTENT AVAILABLE FOR DOWNLOAD FROM THE SITE ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES, OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES; (iii) OUR SITE WILL BE UNINTERRUPTED, TIMELY, SECURE (INCLUDING FREE FROM UNAUTHORIZED ACCESS), PROVIDE CONTINUOUS STORAGE OR ACCESS, OR ERROR-FREE, (iv) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SITE WILL BE ACCURATE, COMPLETE OR RELIABLE, (v) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH OUR SITE WILL MEET YOUR EXPECTATIONS, AND (vi) ANY ERRORS IN OUR SITE OR SOFTWARE WILL BE CORRECTED.
  • 3. ANY MATERIAL DOWNLOADED, UPLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SITE OR SOFTWARE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR BUSINESS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR UPLOAD OF ANY SUCH MATERIAL OR THE USE OF OUR SITE OR OUR SOFTWARE.
  • 4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM CLOSET ENVY OR THROUGH OR FROM OUR SITE SHALL CREATE ANY WARRANTY. ADVICE OR INFORMATION RECEIVED BY MEANS OF OUR SITE SHOULD NOT BE RELIED UPON FOR SIGNIFICANT PERSONAL, BUSINESS, MEDICAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR PARTICULAR SITUATION.

27.2 TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, CLOSET ENVY DISCLAIMS (I) ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, (II) ANY RESPONSIBILITY OR LIABILITY FOR THE ACCURACY, CONTENT, COMPLETENESS, OR LEGALITY OF INFORMATION AVAILABLE ON THE SITE; AND (III) ANY RESPONSIBILITY OR LIABILITY FOR HARM RESULTING FROM DOWNLOADING OR ACCESSING INFORMATION ON THE SITE, INCLUDING HARM CAUSED BY VIRUSES OR SIMILAR DESTRUCTIVE FEATURES. YOU EXPRESSLY AGREE THAT USE OF THE SITE AND CONTENT IS AT MY SOLE RISK. CLOSET ENVY DOES NOT WARRANT THAT THE SERVICES, INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICES, CLOSET ENVY'S SERVERS OR ELECTRONIC COMMUNICATIONS SENT FROM CLOSET ENVY ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. CLOSET ENVY WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF ANY CLOSET ENVY SERVICE, OR FROM ANY INFORMATION, CONTENT, MATERIALS, PRODUCTS (INCLUDING SOFTWARE) OR OTHER SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH ANY CLOSET ENVY SERVICE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS) THAT ARISE OUT OF OR ARE RELATED TO MY USE OF THE SITE OR THE CONTENT.

27.3 CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

27.4 WE TRY TO KEEP THE SITE UP, BUG-FREE, AND SAFE, BUT YOU USE IT AT YOUR OWN RISK. WE ARE PROVIDING THE SITE AS IS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT THE SITE WILL ALWAYS BE SAFE, SECURE OR ERROR-FREE OR THAT THE SITE WILL ALWAYS FUNCTION WITHOUT DISRUPTIONS, DELAYS OR IMPERFECTIONS. THE SITE IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR CUSTOMERS, MANAGERS, DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH SAYS: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. WE WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS STATEMENT OR THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING OUT OF THIS STATEMENT OR THE SITE WILL NOT EXCEED THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNT YOU HAVE PAID US IN THE PAST TWELVE MONTHS. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, THE SITE'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

28. LIMITATION ON LIABILITY

28.1 Except in jurisdictions where such provisions are restricted, in no event will the Site be liable to you or any third person for any indirect, consequential, exemplary, incidental, special or punitive damages, including also lost profits arising from your use of the Site or the Service, even if the Site has been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, the Site'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 the Site for the Service.

29. ENFORCEMENT

29.1 Closet Envy reserves the right but does not assume the obligation to strictly enforce these Terms, including without limitation by issuing warnings, suspension, or termination of access to the Site and/or services, and/or by removing, screening, or editing of Content, or by engaging in self-help and active investigation, litigation and prosecution in any court or other appropriate venue.

29.2 Closet Envy may access, use, and disclose transaction information and any Content provided by you to comply with the law (e.g., a lawful subpoena) or based on Closet Envy´s reasonable judgment that disclosure is necessary, or to enforce or apply our agreements (including these Terms), to initiate, render, bill, and collect for services, to protect our rights or property, or to protect users of Closet Envy´s services, the Site and other persons or entities from fraudulent, abusive, or unlawful use of the Site or any such services. INDIRECT, ATTEMPTED OR ACTUAL VIOLATIONS OF THESE TERMS OR ANY RELATED POLICY BY YOU OR ANY THIRD-PARTY ON YOUR BEHALF SHALL BE CONSIDERED VIOLATIONS OF THESE TERMS BY YOU.

29.3 You understand that portions of these Terms are based in many instances on principles of state and federal law. Users who violate the Terms may be exposed under these state and federal laws to criminal charges and civil liability to harmed parties for compensatory damages and attorney's fees. Closet Envy reserves the right at all times to disclose information it deems necessary to satisfy any applicable law, regulation, legal process, or governmental request, consistent with its Privacy Policy.

30. LIMITATION OF LIABILITY

30.1 IN NO EVENT SHALL CLOSET ENVY, ITS EMPLOYEES, OFFICERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, AND AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR INABILITY TO USE THE SITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION OR TRANSACTIONS PROVIDED ON OR THROUGH THE SITE, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION, PRODUCTS, OR SERVICES ON OR AVAILABLE THROUGH THE SITE, (III) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SITE; (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (V) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SITE; (VI) THE DELAY OR FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING WITHOUT LIMITATION, ACTS OF GOD, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-PERFORMANCE OF THIRD PARTIES OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; OR (VII) ANY OTHER MATTER RELATING TO OUR SITE, EVEN IF CLOSET ENVY OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE AND/OR SITE-RELATED SERVICES IS TO STOP USING THE SITE AND/OR THOSE SERVICES.

31. INDEMNIFICATION

31.1 You agree to indemnify, defend and hold harmless Closet Envy and its underlying content and service providers, licensors and suppliers, and each of their respective subsidiaries, affiliates, customers, managers, officers, agents, and employees, from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, made by any third-party due to or arising out of Submitted Material or any other content you submit, post or upload to or transmit through the Site, your use of the Site, your connection to the Site, your violation of these Terms, or your violation of any law or the rights of another. These obligations will survive any termination of your relationship with Closet Envy or your use of the Site. Closet Envy reserves the right to assume the defense and control of any matter subject to indemnification by you, in which event you will cooperate with Closet Envy in asserting any available defenses.

31.2 You agree to indemnify and hold Closet Envy and its underlying content and service providers, licensors and suppliers, and each of their respective subsidiaries, affiliates, customers, managers, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third-party due to or arising out of your use of the Service 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 above.

32. NO THIRD PARTY BENEFICIARIES

32.1 You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement.

33. CUSTOMER DISPUTES

33.1 You are solely responsible for your interactions with other the Site Customers. The Site reserves the right, but has no obligation, to monitor disputes between you and other Customers.

34. DISPUTES

34.1 Any dispute or claim relating in any way to your use of any Closet Envy Service, or to any products or services sold or distributed by Closet Envy or through Ocdclosets.com will be resolved by binding arbitration, rather than in court. The one exception to the exclusivity of arbitration is that you have the right to bring an individual claim against the Site in a small-claims court of competent jurisdiction. The Federal Arbitration Act and federal arbitration law apply to this agreement.

34.2 There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of these Terms of Use as a court would.

34.3 To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to our registered agent PALLER & CREASY, Attorneys at Law, 4200 Northside Parkway, Building One, Suite 200, Atlanta, GA 30327. The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules, including the AAA's Supplementary Procedures for Consumer-Related Disputes. A single arbitrator shall be utilized for all claims of less than $25,000. The AAA's rules are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees will be governed by the AAA's rules. We will reimburse those fees for claims totaling less than $1,000 unless the arbitrator determines the claims are frivolous. Likewise, Closet Envy will not seek attorneys' fees and costs in arbitration unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.

34.4 We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

35. GOVERNING LAW

35.1 This Agreement, and any dispute between you and the Site, shall be governed by the laws of the state of Texas without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration Act.

35.2 Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against the Site (except for small-claims court actions) may be commenced only in the federal or state courts located in Fulton County, Georgia. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.

36. SITE POLICIES, MODIFICATION, AND SEVERABILITY

36.1 Please review our other policies, such as our Privacy Policy, posted on this site. These policies also govern your use of Services. We reserve the right to make changes to our site, policies, and these Terms of Use at any time. If any of these conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.

36.2 If any provision of these Terms is held to be invalid, void or unenforceable by reason of any law, rule, administrative order or judicial decision, that determination will not affect the validity of the remaining provisions of these Terms. Except as specifically permitted in these Terms, no provision of these Terms can be, nor will it be deemed to be, waived, altered, modified or amended unless agreed to in writing signed by an authorized officer of Closet Envy.

37. OUR ADDRESS

Closet Envy LLC
1325 Whitlock Lane
Atlanta GA 30336, USA
http://www.theclosetenvy.com
(888) 844-4623

38. MISCELLANEOUS

38.1 Closet Envy´s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Neither the course of conduct and/or course of dealing between the parties nor trade practice shall act to modify any provision of this Agreement. Closet Envy may assign its rights and duties under this Agreement to any party at any time without notice to you. Your rights and duties under these Terms are not assignable by you without written consent of Closet Envy. These Terms do not provide any third party with a remedy, claim, or right of reimbursement. You must file any claim or suit related to the Site within one year after it arises.

38.2 Notwithstanding any of the foregoing, nothing in these Terms of Use will serve to preempt the promises made in Closet Envy Privacy Policy.

38.3 This Statement makes up the entire agreement between the parties and supersedes any prior agreements. We reserve all rights not expressly granted to you.

38.4 The heading of each provision of these Terms is for descriptive purposes only and will not be deemed to modify or qualify any of the rights or obligations set forth in each such provision.

38.5 The provisions of this Agreement shall survive the termination of any Customer’s account with the Site or other termination of the Services to any User.

39. ELECTRONIC SIGNATURES

39.1 Your intentional action in electronically signing these Terms is valid evidence of your consent to be legally bound by these Terms and by other documentation governing your relationship with Closet Envy related to the Site or these Terms. The use of an electronic version of these Terms fully satisfies any requirement that they be provided to you in writing. You are solely responsible for reviewing and understanding all of the terms and conditions of these documents. You accept as reasonable and proper notice, for the purpose of any and all laws, rules and regulations, notice by electronic means, including, the posting of modifications to these Terms on the Site.

39.2 You agree to not contest the admissibility or enforceability of Closet Envy's electronically stored copy of these Terms in any proceeding arising out of the terms and conditions of these Terms. If more than one individual has electronically signed these Terms, the obligations under these Terms will be joint and several and identical to the obligations of joint account holders that have signed paper Terms.

40. SPECIAL PROVISIONS APPLICABLE TO SOFTWARE

40.1 If you download our software, such as a stand-alone software product or a browser plugin, you agree that from time to time, the software may download upgrades, updates and additional features from us in order to improve, enhance and further develop the software.

40.2 You will not modify, create derivative works of, decompile or otherwise attempt to extract source code from us, unless you are expressly permitted to do so under an open source license or we give you express written permission.

40.3 You may use Closet Envy Software solely for purposes of enabling you to use and enjoy the Services as provided by Closet Envy, and as permitted by the Terms of Use, these Software Terms and any Service Terms. You may not incorporate any portion of the Closet Envy Software into your own programs or compile any portion of it in combination with your own programs, transfer it for use with another service, or sell, rent, lease, lend, loan, distribute or sub-license the Closet Envy Software or otherwise assign any rights to the Closet Envy Software in whole or in part. You may not use the Closet Envy Software for any illegal purpose. We may cease providing any Closet Envy Software and we may terminate your right to use any Closet Envy Software at any time. Your rights to use the Closet Envy Software will automatically terminate without notice from us if you fail to comply with any of these Software Terms, the Terms of Use or any other Service Terms. Additional third party terms contained within or distributed with certain Closet Envy Software that are specifically identified in related documentation may apply to that Closet Envy Software (or software incorporated with the Closet Envy Software) and will govern the use of such software in the event of a conflict with these Terms of Use. All software used in any Closet Envy Service is the property of Closet Envy or its software suppliers and protected by United States and international copyright laws.

41. DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE.

41.1 In accordance with the terms of the Digital Millennium Copyright Act (the "Act"), Closet Envy has registered an agent with the United States Copyright Office, and avails itself of the protections under the Act. Closet Envy reserves the right to remove any material or information on the Site, which allegedly infringes another person's copyright. Notices to Closet Envy regarding any alleged copyright infringement on the Site should be directed to: Closet Envy, at Closet Envy, at 6000 Boat Rock Blvd SW, Atlanta, Georgia, 30336, or via email to: admin@closetenvy.com

42. ENGLISH LANGUAGE CONTROLS

42.1 This agreement was written in English (U.S.). To the extent any translated version of this agreement conflicts with the English version, the English version controls.

43. DEFINITIONS

  • a. By "the Site" we mean the features and services we make available, including through (a) the Site at www.theclosetenvy.com and any other Closet Envy-branded or co-branded Site (including sub-domains, international versions, widgets, and mobile versions); (b) our Platform; and (c) other media, software (such as a toolbar), devices, or networks now existing or later developed.
  • b. By "Platform" we mean a set of APIs and services (such as content) that enable others, including application developers and Site operators, to retrieve data from the Site or provide data to us.
  • c. By "information" we mean facts and other information about you, including actions taken by users and non-users who interact with the Site.
  • d. By "content" we mean anything you or other users post on the Site that would not be included in the definition of information.
  • e. By "data" or "user data" or "user's data" we mean any data, including a user's content or information that you or third parties can retrieve from the Site or provide to the Site through Platform.
  • f. By "post" we mean post on the Site or otherwise make available by using the Site.
  • g. By "use" we mean use, copy, publicly perform or display, distribute, modify, translate, and create derivative works of.
  • h. By "active registered user" we mean a user who has logged into the Site at least once in the previous 365 days.
  • i. By "application" we mean any application or Site that uses or accesses Platform, as well as anything else that receives or has received data from us. If you no longer access Platform but have not deleted all data from us, the term application will apply until you delete the data.
  • j. By "affiliate" we mean with respect to any Person: (i) in the case of an individual, any relative of such Person; (ii) any officer, director, trustee, partner, customer, manager, employee or holder of ten percent (10%) or more of any class of the voting securities of or equity interest in such Person; (iii) any corporation partnership, limited liability company, trust or other entity controlling, controlled by, or under common control with such Person; or (iv) any officer, director, trustee, partner, customer, manager, employee or holder of ten percent (10%) or more of the outstanding voting securities of any corporation, partnership, limited liability company, trust or other entity controlling, controlled by, or under common control with such Person.
  • k. By “Person” we mean any individual or entity, and the heirs, executors, administrators, legal representatives, successors, and assigns of such "Person" where the context so permits.

44. PRIVACY POLICY

44.1 Please view our Privacy Policy, which explains our practices relating to the collection and use of your information through or in connection with the Site. Our use of your information is governed at all times by our Privacy Policy, which is incorporated into these Terms. You understand that through your use of the Site you consent to the collection and use of this information (as set forth in the Privacy Policy).