(Last Revision December 2, 2016)
1. User Requirements. You may use the Services only if you can form a binding contract with Yoogi’s Closet, and only in compliance with these Terms and all applicable laws. If you create an account, you must provide Yoogi’s Closet with accurate and complete information. If you open an account on behalf of a company, organization, or other entity, then (a) “you” includes you and that entity, (b) you represent and warrant that you are authorized to bind the entity to these Terms, and (c) you agree to these Terms on the entity’s behalf. If you create an account, you are responsible for maintaining the confidentiality of your account credentials and for all activities that occur from your account, whether or not authorized by you. You must immediately notify Yoogi’s Closet of any unauthorized use of your account credentials or any other breach of security which you become aware of. Yoogi’s Closet will not be liable for any loss or damage arising from your failure to comply with this section.
2. Grant of Limited License. Subject to your strict compliance at all times with these Terms and all applicable laws, Yoogi’s Closet grants you a personal, limited, non-exclusive, non-transferable, and revocable license to access the Services for personal (non-commercial) use (the “License”). Yoogi’s Closet may revoke or terminate the License granted in its sole discretion, at any time. All rights and licenses not expressly granted to you in these Terms are retained by Yoogi’s Closet.
3. Copyright and Trademark. All information and content available on or through the Services, including but not limited to, any text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software (“Content”) is the property of Yoogi’s Closet or its content supplier(s) and protected by the United States and international copyright laws and other intellectual property laws. The compilation of all Content on the Site is the exclusive property of Yoogi’s Closet.
The trademarks, logos, and service marks displayed on the Site are (a) the property of Yoogi’s Closet and other parties, and (b) protected under United States and international intellectual property laws.
Any rights not expressly granted herein are reserved by Yoogi’s Closet.
4. Feedback. Any ideas, questions, comments, suggestions, or feedback regarding any Services (“Feedback”) which that you send to Yoogi’s Closet is non-confidential and shall become the sole property of Yoogi’s Closet. We have no obligation to you of any kind, monetary or non-monetary, with respect to Feedback, and Yoogi’s Closet is free to reproduce, use, disclose, exhibit, display, transform, create derivative works from and distribute the Feedback to others without limitation or obligation.
5. Third-Party Links, Sites, and Services. The Services may contain links to third-party websites, services, or content not owned or controlled by Yoogi’s Closet. We do not endorse or assume responsibility for any such third-party sites, services, or content. If you access a third-party website, service, or content from the Services, you do so at your own risk and agree that Yoogi’s Closet will have no liability arising from your use or access to any third-party website, service, or content.
6. General Obligations and Restrictions. You are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any Content available on or through the Services for any purpose. Moreover, you agree that you will NOT do the following:
- Post or otherwise make available any software viruses or any other computer code, file, or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- Copy any portion of the Services, any underlying content, or source code;
- Remove, alter, or obscure any copyright, trademark, or other proprietary notices;
- Access without authorization any networks, systems, or databases used in providing the Services, or access or use any information contained therein for any purpose;
- Attempt to probe, test, hack, or otherwise circumvent any security measure(s);
- Interfere with or disrupt the use and enjoyment by others of the Services;
- Engage in “framing,” “mirroring,” or otherwise simulating the appearance and function of the Services; or
- Use manual or automated software, devices, scripts, robots, or other means or processes to access, scrape, or crawl the Services or any related data or information.
7. Indemnity. You agree to hold harmless, defend, and indemnify Yoogi’s Closet from all liabilities, claims, demands, and expenses (including, but not limited to, reasonable attorneys’ fees and costs), that are due to, arise from, or otherwise relate to your conduct, use, or misuse of the Services, including without limitation, any actual or threatened lawsuit, demand or claim made against Yoogi’s Closet by a third party that arises out of or relates to (i) any intellectual property rights or other proprietary rights of any third party, (ii) your breach of these Terms, or (iii) your use of the Services. Yoogi’s Closet may assume exclusive control of any defense of any matter subject to indemnification by you, and you agree to cooperate with Yoogi’s Closet in such event.
8. Payment Authorization; Pricing Errors. If you purchase an item or items, you authorize Yoogi’s Closet to charge the credit card or other payment account provided and receive payment from your credit card or other payment account provided. You agree to pay for your purchase(s) in accordance with the issuing bank cardholder or account agreement. You certify that you are an authorized user of the credit card or other payment account provided. You agree you are responsible for any insufficient funds or charge-back fees, and you authorize Yoogi’s Closet to charge the credit card or other payment account provided for such fees. You understand and acknowledge typographical errors or mistakes regarding product pricing information (“Pricing Error”) may occur from time to time. You irrevocably authorize Yoogi’s Closet to cancel any order you place that contains a Pricing Error (as determined by Yoogi’s Closet in its sole discretion), even if payment has been received or your credit card has been charged for the order. Yoogi’s Closet will notify you of the Pricing Error and order cancellation. Yoogi’s Closet will refund the full payment amount received (if any) for an order cancelled due to a Pricing Error, or if your credit card has been charged for a cancelled order due to a Pricing Error, Yoogi’s Closet will issue a credit to your credit card in the amount of the charge for the cancelled order.
9. Limited Authenticity Warranty. Yoogi’s Closet guarantees the authenticity of every item it sells. The time frame for you to make a claim and your remedy for a claim based upon Yoogi’s Closet’s guarantee of authenticity are limited. To make a claim, you must return the item to Yoogi’s Closet within 30 days of your receipt of the item in accordance with Yoogi’s Closet Return Policy, which is incorporated by reference. You are responsible for the cost of shipping to return the item to Yoogi’s Closet within 30 days of your receipt of the item. Your sole and exclusive remedy for a claim based upon Yoogi’s Closet’s guarantee of authenticity is a refund of the purchase price, excluding shipping costs, you paid for the returned item in accordance with Yoogi’s Closet Return Policy.
10. Disclaimers. EXCEPT FOR THE LIMITED AUTHENTICITY WARRANTY DESCRIBED IN SECTION 9 ABOVE, THE SERVICES AND ALL INCLUDED CONTENT ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AND TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, YOOGI’S CLOSET SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE;
Some jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above limitations and exclusions may not apply to you.
11. Limitation of Liability. IN NO EVENT SHALL YOOGI’S CLOSET BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR OTHER DAMAGES, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, 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) USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE CAUSED BY ANY RELIANCE ON, OR ANY DELAYS, INACCURACIES, ERRORS OR OMISSIONS IN, ANY OF THE SERVICES; (II) ANY INABILITY TO USE THE SERVICES FOR WHATEVER REASON; OR (III) ANY GOODS OR SERVICES DISCUSSED, PURCHASED OR OBTAINED, DIRECTLY OR INDIRECTLY, THROUGH ANY SERVICES, IN EACH CASE EVEN IF YOOGI’S CLOSET IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, YOOGI’S CLOSET’S AGGREGATE LIABILITY, IF ANY, SHALL BE LIMITED TO YOUR ACTUAL PROVABLE DAMAGES NOT TO EXCEED THE LESSER OF (1) ONE THOUSAND UNITED STATES DOLLARS ($1,000), OR (II) THE ACTUAL PRICE OF THE ITEM YOU PURCHASED FROM YOOGI’S CLOSET. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT.
Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations and exclusions may not apply to you.
12. Dispute Resolution. ANY DISPUTE, CLAIM OR CONTROVERSY BETWEEN YOU AND YOOGI’S CLOSET RELATING IN ANY WAY TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SERVICES, WHETHER BASED IN CONTRACT, STATUTE, REGULATION, ORDINANCE, TORT (INCLUDING, WITHOUT LIMITATION, FRAUD, MISREPRESENTATION, FRAUDULENT INDUCEMENT, OR NEGLIGENCE), OR ANY OTHER LEGAL OR EQUITABLE THEORY (“DISPUTE”), WILL BE RESOLVED BY BINDING ARBITRATION IF IT CANNOT BE RESOLVED THROUGH NEGOTIATION AS SET FORTH IN THIS SECTION 12.
ARBITRATION MEANS THAT THE DISPUTE WILL BE RESOLVED BY A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY.
NOTWITHSTANDING THE ABOVE, YOU AND YOOGI’S CLOSET AGREE THAT (A) ANY DISPUTE THAT MAY BE BROUGHT IN SMALL CLAIMS COURT MAY BE INSTITUTED IN SMALL CLAIMS COURT IN KING COUNTY, WASHINGTON INSTEAD OF BEING RESOLVED THROUGH ARBITRATION, AND (B) EITHER PARTY MAY SEEK INJUNCTIVE RELIEF IN ANY COURT OF COMPETENT JURISDICTION TO (I) ENJOIN INFRINGEMENT OR VIOLATION OF EITHER ANY USE RESTRICTIONS CONTAINED IN THESE TERMS, OR A PARTY’S INTELLECTUAL PROPERTY RIGHTS; OR (II) ENJOIN SCRAPING, WEB CRAWLING OR UNAUTHORIZED ACCESS TO EITHER YOOGI’S CLOSET’S SITE OR SERVICES.
If you have a Dispute with Yoogi’s Closet, you must send written notice describing the Dispute to Yoogi’s Closet to allow Yoogi’s Closet an opportunity to resolve the Dispute informally through negotiation. Your notice must be sent to the following address: Yoogi’s Closet, Attn: Legal Department, [address]. If we have a Dispute with you, we will send written notice (email or letter) describing the Dispute to you. The parties agree to negotiate resolution of a Dispute in good faith for no fewer than 30 days after notice of a Dispute has been provided. If the Dispute is not resolved within 30 days from receipt of notice of the Dispute, you or Yoogi’s Closet may proceed to have the Dispute resolved through arbitration as each party’s exclusive Dispute resolution process (except for the limited exceptions set forth above).
Any arbitration, if required, will be administered by the American Arbitration Association (“AAA”). Except as this Section 12 expressly provides otherwise, AAA’s Consumer Arbitration Rules or Commercial Arbitration Rules govern the Dispute resolution process. If the amount of any claim in an arbitration is US$10,000 or less, Yoogi’s Closet will pay all filing, administration and arbitrator fees associated with the arbitration, so long as (i) you make a written request for such payment of fees and submit it to AAA with your Demand for Arbitration, and (ii) your claim is not determined by the arbitrator to be frivolous. In such case, we will make arrangements to pay all necessary fees directly to AAA. If the amount of the claim exceeds US$10,000 and you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Yoogi’s Closet will pay as much of the filing, administration, and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to litigation. If the arbitrator determines the claim(s) you assert in the arbitration are frivolous, you agree to reimburse Yoogi’s Closet for all fees associated with the arbitration paid by Yoogi’s Closet on your behalf, which you otherwise would be obligated to pay under AAA’s rules.
The arbitration shall be held in King County, Washington. If the value of the relief sought is US$10,000 or less, either of us may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on us subject to the arbitrator’s discretion to require an in-person hearing. Attendance at any in-person hearing may be made by telephone by you and/or us, unless the arbitrator requires otherwise.
YOU AND YOOGI’S CLOSET EACH WAIVE ALL RIGHTS TO CONDUCT DISPUTE RESOLUTION PROCEEDINGS IN A CLASS ACTION OR CONSOLIDATED ACTION. YOU AND YOOGI’S CLOSET EACH AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS, WITH THE SOLE EXCEPTION OF REPRESENTATIVE SUITS THAT ARE PERMITTED BY, AND DEEMED UNWAIVABLE UNDER, STATE LAW. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL.
If any clause within this Section 12 (other than the class action waiver clause above) is determined to be illegal or unenforceable, that clause will be severed from this Section 12, and the remainder of this Section 12 will be given full effect. If the class action waiver clause is determined to be illegal or unenforceable, this entire Section 12 will be unenforceable, and the Dispute will be decided by the courts of the state of Washington, King County, or the United States District Court for the Western District of Washington, and the parties irrevocably submit to the exclusive jurisdiction of such courts.
13. Time Limitation on Claims. You agree that, regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms or your use of the Services must be filed within one year after such claim or cause of action arose. Any claim not filed within the foregoing one-year period will be forever barred.
14. Governing Law and Venue. YOUR USE OF THE SERVICES SHALL BE GOVERNED BY, AND THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF WASHINGTON, USA, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS. YOU IRREVOCABLY CONSENT AND WAIVE ALL OBJECTIONS TO PERSONAL JURISDICTION AND VENUE IN THE STATE AND FEDERAL COURTS LOCATED IN KING COUNTY, WASHINGTON, USA.
AS THE EXCLUSIVE VENUE FOR ANY LAWSUIT THAT ARISES OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, AND THAT MAY BE BROUGHT IN COURT UNDER SECTION 12 SHALL BE KING COUNTY, WASHINGTON (IF THE CLAIM ARISES UNDER STATE LAW) AND THE WESTERN DISTRICT OF WASHINGTON (IF THE CLAIM ARISES UNDER FEDERAL LAW). THE VENUE FOR ANY CLAIM THAT MUST BE BROUGHT IN AN ARBITRATION FORUM SHALL BE AS SET FORTH IN SECTION 12.
15. General Provisions. If any part of these Terms are held to be invalid or unenforceable, the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect. If we do not enforce a breach of these Terms, that does not mean that Yoogi’s Closet has waived our right to enforce the Terms against you or others. You may not assign or transfer these Terms (or your Account or License to use the Services) to anyone without Yoogi’s Closet’s written consent. However, you agree that Yoogi’s Closet may assign these Terms without notice or consent. There are no third party beneficiaries to these Terms, other than as explicitly provided herein. These Terms supplement and are in addition to terms and conditions for buyers, sellers, and cosigners found on the website at www.yoogiscloset.com/customer-service, www.yoogiscloset.com/selling-consignment, and www.yoogiscloset.com/returns. If there is a conflict, these Terms govern and supersede any conflicting terms or conditions for buyers, sellers, and cosigners.