EFFECTIVE: March 13, 2018

Introduction

Welcome to Dressmate and our Terms of Service. Please read this agreement carefully as it lists your legal rights, responsibilities, and obligations.

By accessing or using Dressmate technology (“Site”) provided by Dressmate, Inc. (herein referred to as “Dressmate,” “we,” “us” or “our”), including without limitation, Dressmate.com, you agree to be bound by the terms of this agreement (“Agreement”) set forth herein. This Agreement is between Dressmate , and you (“User”, “Renter”, “Owner”, or “You). If you do not agree to the terms of this agreement, you may not access or use Dressmate technology.

Dressmate is a peer-to-peer clothing rental marketplace that enables registered users (“Owners”) who offer clothing items (“Articles”) on the Dressmate platform (“Site”) for other registered users (“Renters”) to rent. As the provider of the Dressmate platform, Dressmate does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Listings or Articles. Owners alone are responsible for their Listings and Articles. Dressmate is intended to be used to facilitate the rental of items between users. Dressmate cannot and does not control the content contained in any listings. Dressmate is not responsible for and disclaims any and all liability related to any and all listings and rental exchanges.  Dressmate merely acts as third-party remediator for our lenders and Renters in the event of a dispute or occasion where a neutral (third) party is needed. Examples include, but are not limited to: disputes regarding pricing of the item, condition/damage of the item, refunds and cancellations, etc. Accordingly, any transactions will be made at the owners’ and renters’ own risk.

Definitions

“Terms” means the term of this Agreement, which commences on the date upon which User enters into this Agreement and continues until terminated by User or Dressmate.

“Content” means text, videos, images, music, software (excluding the Web Application), audio, information or other materials.

“User Content” means all Content that a Member posts, uploads, publishes, submits or transmits to be made available through the Site.

“Dressmate Content” means all Content that Dressmate posts, uploads, publishes, submits or transmits to be made available through the Site.

“Site” means means all websites and webpages hosted at the Dressmate.com domain, as well as any Dressmate-branded mobile application that Dressmate may make available.

“Software” means the Dressmate Platform and its public programming interfaces.

“Usage Data” means all information, data and other content, not including any User Data, received by Dressmate related to User’s use of the Dressmate Technology, including without limitation User’s IP address; web request headers, including without limitation browser type, user agent, and referral page; pages or screens User visits on the Site; timestamps; cookie information from User’s usage of the Site, including without limitation Google Analytics data; User’s device state, hardware, and OS information; and unique identifier(s) for User’s device(s).

“Article” means the items for rent on Dressmate.

“User” means a person who completes Dressmate’s account registration process.

“Renter” means a User who requests a rental via Dressmate. Often referred to as “Borrow” or “Share”.

“Owner” means a Member who has listed items for rent on Dressmate.

“User Data” means all personal information and User Content entered into or uploaded onto Dressmate.

“Retail Price” means the user-defined retail price of the rental item to be uploaded.

“User Payout” means the user-defined amount of money which the user wishes to profit from renting out a specific item.

“Listing Price” or “Rental Price” means the price calculated by Dressmate’s Pricing System, which is the amount for which the dress is to be rented and the Renter to be charged upon a successful transaction.

“Pricing System” and its associated “Fees” means the way, regarding percentage cut of Retail Price and User Payout, that Dressmate calculates the Listing Price and Renters upon a successful transaction.

“Including” means including but not limited to.

“Includes” means includes but is not limited to.
 

Eligibility

You must be at least 18 years of age to access or use our Services. By agreeing to our Terms and registering for Dressmate, you consent that you are 18 years or older and that you are authorized to use the chosen payment method (including credit cards, debit cards, etc.) for the purpose of renting the items as described in these Terms. In order to access certain features of the Dressmate, and to book an Item for rent or create a Listing, you must register and create an account which makes you a Member by default.

Subject to the terms and conditions of this Agreement, Dressmate will use commercially reasonable efforts to provide User with access to the Software. User will cooperate with Dressmate, as requested, to facilitate the initiation of User’s access and use of the Software. User will identify a password that will be used solely by User to access and use User’s account on the Services. User will not share its password with any third party and will be responsible and liable for the acts or omissions of any person who accesses the Services via such account. User will (a) provide accurate, current, and complete information when setting up such account; (b) maintain and promptly update any account information; (c) maintain the security of any password and accept all risks of unauthorized access to its account; and (d) promptly notify Dressmate if it discovers or otherwise suspects any security breaches related to such account.
Restrictions. User shall not directly or indirectly: (a) modify or create any derivative works of any Reports, Dressmate Technology, or components thereof; (b) work around any technical limitations in any Dressmate Technology or use any Dressmate Technology, alone or in conjunction with any device, program, or service, to circumvent technical measures employed to control access to, or the rights in, a content, file, or other work; (c) reverse engineer, decompile, decipher, translate, disassemble, or otherwise attempt to access source code of any Dressmate Technology (except as and only to the extent that the foregoing restriction is prohibited by applicable law); (d) publish, rent, lease, lend, sell, sublicense, distribute (except as permitted in Section 2.1), transfer, disclose, or otherwise make any Dressmate Technology or Reports available to any third party; (e) provide use of the Dressmate Technology on a service bureau, rental or managed services basis or permit other individuals or entities to create Internet "links" to the Dressmate Technology or "frame" or "mirror" the Dressmate Technology on any other server, or wireless or Internet-based device; (f) remove or alter any proprietary notices or labels on or in any Dressmate Technology or Reports; (g) use any Dressmate Technology in connection with the development or transmission of any virus, worms or malicious code; (h) use any Dressmate Technology or Reports to infringe the rights of Dressmate or any third party, or in any way that does not comply with all applicable laws; or (i) use any Dressmate Technology (including to create any Application) in any way that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of Dressmate or any third party, including any mobile communications carrier.

 

Registration

We will create your Dressmate Account and your Dressmate profile page for your use of the application  based upon the personal information you provide to us. You may not have more than one active Dressmate Account. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Dressmate reserves the right to suspend or terminate your Dressmate Account and your access to the application if you create more than one  Dressmate Account or if any information provided during the registration process or thereafter proves to be inaccurate or incomplete. You are responsible for safeguarding your password. You agree that you will not disclose your password to any third party and that you will take sole responsibility for any activities or actions under your Dressmate Account, whether or not you have authorized such activities or actions. You will immediately notify Dressmate of any unauthorized use of your Dressmate Account. Dressmate is not responsible for the security of your account or any User Data or Content therein. Therefore, you are encouraged to practice common sense and basic operational security to ensure the safety and secrecy of your account credentials and your User Data and Content.

 

Renter and Owner Responsibilities

When using our web application from your cellular device, your standard carrier rates and other additional fees may apply.

The standard rental period is 3 or 6 days, depending on what the renter requested and the owner accepted. If the rental period is modified, please reach out to Dressmate to prevent any late fees.  The lifetime of a transaction, governed by a sequence of transaction statuses, with regard to a rental item, includes a “Request,” which means a dress has been requested by a Renter. “Confirmation,” which means the Owner accepts the request of rental within 48 hours of the request. “Rejection,” which means the Owner rejects the request within 48 hours of the request. “Rental Starts”, which begins as soon as the item is transferred to the Renter. At this point, the transfer has begun and payments have been processed. “Returned,” means the Owner has indicated that the dress has been returned.

We reserve the right to restrict, cancel, alter, or prohibit any rentals of items for any reason, including availability, maintenance, and other extenuating circumstances, without notice or warning. The User may cancel, reschedule or modify an Order 24 hours in advance of the rental start time with no penalty. Orders can be rescheduled within 24 hours of the start time of the event, though a fee of up to 50% of the cost of the event will apply. Clients are responsible for 100% of the cost of the event if canceling or rescheduling within 12 hours of the start time of an event. In cases where Vendors impose stricter cancellation policies, Dressmate reserves the right to defer to the Vendor’s cancellation policy. The User will be notified if an Order is subject to a stricter policy.

Owners may may list items for rent.  You are responsible for taking pictures that accurately portray the item to be rented, and responding promptly to requests and to determine a good time to drop off or have the Renter pick up the item at your agreed location. To this end, you will be asked a variety of questions about the listed items, including: size, brand, color, retail and rental price, availability and description. Listings will be made publicly available via the application. Owners are required to ensure that your item is in clean, wearable condition upon renting it out to a Renter. Failure to provide Renters with clothing or other wearables in dry-cleaned or hand-washed condition could result in a claim against your payout.

Renters will be able to book your listed items via the application based upon the information provided in your Listing. You understand and agree that once Members request to rent an item, the price for such item may not be altered. Renters agree to treat the items with great care. You are responsible for loss, destruction or damage to the Products due to theft, mysterious disappearance, fire, major stains or any other cause, other than normal wear and tear. Normal wear and tear includes: minor stains, rips, missing beads, and stuck zippers. If you return a rented item that is damaged beyond normal wear and tear, then you agree that Dressmate will charge you, and you shall pay, for the price for repairing or replacing the Product, as mentioned previously, up to the Retail Value for the Product. This charge will applied to the credit or debit card we have for you on file. If we are unable to charge the credit card on file or otherwise collect payment from you, you agree to remit payment for any damage to the Item for rent to the applicable Owner or to Dressmate. Owners must check items for any damages, stains, etc. when items are returned. If there are any issues, please email team@dressmate.com for further evaluation of your claim.

We encourage Members to meet and conduct physical transactions. Members can agree on using other third party services to deliver/pick up rented items. However, Dressmate does not provide a shipping option and is not responsible for any mishaps if other methods of delivery are used. Any additional shipping fees are upon the agreement of the Owner and Renter. Dressmate cannot be held accountable for any loss, damage or unfulfillment of the service provider chosen for any shipping services. UPON ACCEPTANCE OF THE ARTICLE, THE PURCHASE SHALL BE NON-CANCELLABLE AND IRREVOCABLE, AND PAYMENT DUE Dressmate SHALL BE UNCONDITIONAL. If you reject any of the articles upon inspection, you agree to take responsibility for packaging and returning the articles to Dressmate or the Vendor unless you are requested to hold the articles repair or replacement. Orders accepted by Dressmate may not be cancelled by you except with Dressmate’s written authorization.

The Owners of the items are solely responsible for honoring any confirmed bookings and making available any Item for rent reserved through Dressmate. Dressmate is not responsible for this. If you, as a Renter, choose to enter into a transaction with an Owner for the rental of an Item, you acknowledge and agree that you will be required to enter into an agreement with any rules and restrictions associated with such Item for rent imposed by the Owner. You acknowledge and agree that you, and not Dressmate, will be responsible for performing the obligations of any such agreements, that Dressmate is not a party to such agreements, and that, with the exception of its payment obligations hereunder, Dressmate disclaims all liability arising from or related to any such agreements. You acknowledge and agree that, notwithstanding the fact that Dressmate is not a party to the agreement between you and the Owner, Dressmate acts as the Owner’s payment agent for the limited purpose of accepting payments from you on behalf of the Owner.  You agree to pay Dressmate for the full Listing Price as well as any additional late fees or damage claims for any booking requested in connection with your Dressmate Account if such fees are claimed by the applicable Owner and later verified by Dressmate. In order to establish a booking pending the applicable Owner’s confirmation of your requested booking, you understand and agree that Dressmate, on behalf of the Owner, reserves the right, in its sole discretion, to obtain a pre-authorization via your credit card for the any such fees. Once Dressmate receives confirmation of your booking from the applicable Owner or confirms any claims related to delayed return or damage, Dressmate will collect the Total Fees in accordance with the terms and conditions of these Terms and the pricing terms set forth in the applicable Listing. Please note that Dressmate cannot control any fees that may be charged to a Member by his or her own bank related to Dressmate’s collection of the Total Fees, and Dressmate disclaims all liability in this respect.

In connection with your requested booking, you will be asked to provide customary billing information such as name, billing item, and credit card information to Dressmates’ third party payment processor Stripe. You agree to pay Dressmate for any confirmed bookings made in connection with your Dressmate Account in accordance with these Terms by credit or debit card. You authorize the collection of such amounts by charging the credit card provided as part of requesting the booking, either directly by Dressmate or indirectly, via our third party online payment processor. You also authorize Dressmate to charge your credit card in the event of damage caused to an Item for rent as described previously in these Terms. If you are directed to Dressmate’s third party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s personal information collection practices. Please review such Terms and Conditions and Privacy Policy before using the services. Once you reserve an item and the Owner accepts, you will receive a confirmation email summarizing your confirmed booking.

User Conduct

You understand and agree that you are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to your use of Dressmate. In connection with your use of Dressmate, you may not and you agree that you will not:

Harass any user of our Site, Application, or Services or collect or store any personally identifiable information about users other than for purposes of transacting as a Dressmate Member or Owner;

Offer, as an Owner, any Item for rent that you do not yourself own or have permission to rent, or make under-the-table, off-app deals with Renters regarding items that have been requested for rental in order to circumvent any fees associated with using Dressmate for transactions;

Register for more than one Dressmate Account or register for a Dressmate Account on behalf of an individual other than yourself;

Contact an Owner for any purpose other than asking a question related to a booking, such as Owner’s Item for rent;

Impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;

As an Owner, submit any Listing with false or misleading price information, or submit any Listing with a price that you do not intend to honor;

Post, upload, publish, submit, or transmit any Content that: (1) infringes, misappropriated, or violates a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy; (2) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (3) is fraudulent, false, misleading, or deceptive; (4) is defamatory, obscene, pornographic, vulgar, or offensive; (5) promotes discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (6) is violent or threatening or promotes violence or actions that are threatening to any other person; or (7) promotes illegal or harmful activities or substances; or

Use, display, mirror or frame the Site or Application, or any individual element within the application, Dressmate’s name, any Dressmate trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without Dressmate’s express written consent.

Third Party Sites

Dressmate may contain links to third-party websites or resources. You acknowledge and agree that Dressmate is not responsible or liable for: (1) the availability or accuracy of such websites or resources; or (2) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by Dressmate of such websites or resources or the content, products, or services available from such websites or resources. You are solely responsible  for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources. Some portions of the Dressmate Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to Google’s terms of use, located at: http://www.google.com/intl/en_us/help/terms_maps.html.

User Content and Dressmate Content

By making available any User Content or entering any personal information on or through Dressmate, you hereby grant to Dressmate a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise utilize any such User Content or User Data. Notwithstanding the foregoing sentence, Dressmate cannot  be held accountable for any User Content whatsoever.

From time to time, Dressmate may solicit from User or User may provide, in its sole discretion, suggestions for changes, modifications, or improvements or any other feedback related to any Dressmate Technology, Dressmate, Products, or Services (collectively, “User Feedback”). All User Feedback shall be solely owned by Dressmate (including all intellectual property rights therein and thereto) and shall also be deemed Dressmate’s Confidential Information. User hereby assigns all of its right, title, and interest in and to any User Feedback to Dressmate and acknowledges that Dressmate has the unrestricted right to use and exploit such User Feedback in any manner, without attribution, and without any obligations or compensation to User. Dressmate may reuse all general knowledge, experience, know-how, works and technologies (including ideas, concepts, processes, and techniques) acquired during provision of any Dressmate Technology to User.

User hereby grants Dressmate a worldwide, nonexclusive, and royalty-free right and license to access, copy, distribute, process, and use User Data solely for the purpose of (a) providing any Dressmate Technology to User; (b) creating aggregate measures of any Dressmate Technology usage, engagement, and performance; and (c) improving any component of the Dressmate Technology generally or any other service of Dressmate.
User acknowledges and agrees that Dressmate will not assume any responsibility or liability for, or undertake to verify, the accuracy, completeness, or legality of any User Data. Dressmate shall have no obligation to store, delete, or return any User Data. User represents and warrants that it owns all right, title, and interest, or possesses sufficient license rights, in and to the names of User’s non-publicly available Applications as may be necessary to grant the rights and licenses under this section. User bears all responsibility and liability for the legality, accuracy, and completeness of the User Data and Dressmate’s access and possession thereof, as permitted herein.
Irrespective of which country User is based in, User authorizes Dressmate to use its information in, and as a result to transfer it to and store it in, the United States and any other country where Dressmate, or any third-party Dressmates acting on its behalf, operates. Privacy and data protection laws in some of these countries may vary from the laws in the country where User is based.

You acknowledge and agree that you are responsible for all Content and User Data that you make available. Accordingly, you represent and warrant that: (1) you either are the sole and exclusive owner of all User Content that you make available through the application or you have all rights, licenses, consents, and releases that are necessary to grant to Dressmate the rights in such User Content, as contemplated under these Terms; and (2) neither the User Content nor your posting, uploading, publication, submission, or transmittal of the User Content or Dressmate’s use of the User Content will infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights, or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

All trademarks, service marks, logos, trade names, and any other proprietary designations of Dressmate used herein are trademarks or registered trademarks of Dressmate. Any other trademarks, service marks, logos, trade names, and any other proprietary designations are the trademarks or registered trademarks of their respective parties.

Processing, Payments, and Billing

When a user posts a dress on Dressmate they are informed of the dollar amount of the rental price they will receive. The amount is calculated as 75% of the rental price. The additional 25% is used to cover the costs associated with credit card processing and building and maintaining the Dressmate software. Dressmate also collects a $5 damage fee from the rental to cover costs associated with damages and dress cleaning.

All rental transactions take place on the Dressmate. To receive payment when your item is rented, please ensure your bank account information is updated on your profile in the “User Settings” section of the application. Please also ensure prompt payment of your rental as failure to do so will result in cancellation of your request.

Payment processing services for Dressmate on App are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to operate as a Member on Dressmate, you agree to be bound by the Stripe Services Agreement and their terms and conditions, which can be found at https://stripe.com/connect/account-terms, as the same may be modified by Stripe from time to time. As a condition of Dressmate enabling payment processing services through Stripe, you agree to provide Dressmate accurate and complete information about you and your business, and you authorize Dressmate to share it and transaction information related to your use of the payment processing services provided by Stripe.

You understand and agree that Dressmate does not act as an insurer or as a contracting agent for you as an Owner. If a member requests an item to rent, any agreement you enter into with such member is between you and the member and Dressmate is not a party thereto. Dressmate serves as the limited authorized agent of the Owner for the purpose of accepting payments from Members. You acknowledge and agree that, as an Owner, you are responsible for your own acts and omissions.

Limitation of Liability and Disclaimer of Warranties

(a) IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR FOR ANY DAMAGES ASSOCIATED WITH ANY LOSS OF USE, BUSINESS, PROFITS, OR GOODWILL OR FOR INTERRUPTION, LOSS OR CORRUPTION OF DATA OR NETWORKS.
(b) IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS UNDER THIS AGREEMENT EXCEED FIFTY($50.00) DOLLARS (USD).
(c) THE FOREGOING LIMITATIONS SHALL NOT APPLY TO BREACHES OF CONFIDENTIALITY OBLIGATIONS OR FOR MISAPPROPRIATION OR INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS, AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY TO ANY AND ALL CLAIMS, REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to You. INSOFAR AS APPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMATICALLY MODIFIED, BUT ONLY TO THE EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW.

THE Dressmate TECHNOLOGY AND REPORTS ARE PROVIDED “AS IS”, “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, Dressmate AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, VENDORS, PARTNERS, AND LICENSORS (COLLECTIVELY, THE “Dressmate ENTITIES”) MAKE NO REPRESENTATION OR WARRANTY (I) THAT THE Dressmate TECHNOLOGY AND REPORTS OR RESULTS THEREFROM WILL MEET USER’S REQUIREMENTS OR BE UNINTERRUPTED, ERROR-FREE, OR BUG-FREE, (II) REGARDING THE RELIABILITY, TIMELINESS, OR PERFORMANCE OF THE Dressmate TECHNOLOGY OR REPORTS, OR (III) THAT ANY ERRORS IN THE Dressmate TECHNOLOGY OR REPORTS CAN OR WILL BE CORRECTED. THE Dressmate ENTITIES HEREBY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, TITLE, OR FITNESS FOR ANY PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS ON Dressmate, AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION, OR SERVICES, INCLUDING ANY OWNERS OR MEMBERS. YOU UNDERSTAND THAT Dressmate DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SITE, APPLICATION, OR SERVICES OR TO REVIEW OR VISIT ANY ITEM FOR RENT. Dressmate MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SITE, APPLICATION, OR SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SITE, APPLICATION, OR SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE, APPLICATION, OR SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE, APPLICATION,OR SERVICES, INCLUDING MEMBERS AND OWNERS, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON REGARDLESS OF WHETHER SUCH MEETINGS ARE ORGANIZED BY Dressmate. NOTWITHSTANDING Dressmate’s APPOINTMENT AS THE LIMITED AGENT OF THE OWNERS FOR THE PURPOSE OF ACCEPTING PAYMENTS FROM MEMBERS ON BEHALF OF THE OWNERS, Dressmate EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY MEMBER OR OTHER THIRD PARTY.

Indemnification

You agree to release, defend, indemnify, and hold Dressmate and its affiliates and subsidiaries, and their officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal and accounting fees, arising out of or in any way connected with: (1) your access to or use of the Site, Application, Services, or Collective Content or your violation of these Terms; (2) your User Content; (3) your (i) interaction with any Member, (ii) booking of an Item for rent, (iii) creation of a Listing or (iv) the use, condition or rental of an Item for rent by you, including any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of a rental, booking or use of an Item for rent and (4) your participation in the Referral Program or your accrual of any Dressmate Travel Credits.

Arbitration

The failure of Dressmate to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Dressmate. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.

Termination

Either party may terminate this Agreement with or without cause immediately upon providing notice to the other party. Upon any termination of this Agreement, (a) User must discontinue accessing and using the Dressmate Technology and delete all Software and Documentation; (b) the provisions in Sections 7 (User Feedback), 8 (Data Usage and Transfer), 11 (Confidentiality), 12 (Ownership; Reservation of Rights), 14 (Dressmate Disclaimers), 15 (Indemnification), 16 (Limitation of Liability), this Section 17 (Termination) and Section 18(e) (Governing Law; Venue; Prevailing Fees) shall survive; (c) all obligations or liabilities that accrued prior to the effective date of termination and all remedies for breach of this Agreement shall survive; and (d) all other rights, obligations, and licenses of the parties under this Agreement shall terminate.

We retain the right, without liability to you and with or without prior notice at any time, terminate your Dressmate Account. You may cancel your Dressmate Account at any time by emailing us at team@dressmate.com. If your account is cancelled by us or at your request, we do not have an obligation to delete or return to you any Content you have posted to the Site, Application, or Services, including any reviews or Feedback.

Miscellaneous

This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings, or agreements (oral or written), between the parties about the subject matter of this Agreement.


Amendments

Dressmate may amend this Agreement from time to time. If Dressmate makes a change to this Agreement that, in its sole discretion, is material, Dressmate will notify User by providing notice of the change through the Software, or at the email address that User provided to Dressmate upon signing up to access the Services. If User does not agree to the modified terms of the Agreement, User shall notify Dressmate in writing within thirty (30) days, after which this Agreement shall immediately terminate and the Dressmate Entities shall have no further responsibility or liability to User.
Waivers. The failure of either party to enforce its rights under this Agreement at any time for any period will not be construed as a waiver of such rights.


Severability

If any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

 

Agreement by User

In any action or proceeding to enforce or interpret this Agreement, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys’ fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.


Force Majeure

In the event that either party is prevented from performing, or is unable to perform, any of its obligations under this Agreement (except payment obligations) due to any cause beyond its reasonable control, the affected party shall give written notice thereof to the other party and its performance shall be extended for the period of delay or inability to perform due to such occurrence.


Notices

Any notice or communication hereunder shall be in writing and either personally delivered or sent via confirmed facsimile, confirmed electronic transmission, recognized express delivery courier, or certified or registered mail, prepaid and return receipt requested, addressed to the other party, which, in the case of User, shall be the email address that User provided to Dressmate upon signing up for the Services. All notices shall be in English, and deemed to have been received when they are hand delivered, or five business days of their mailing, or upon confirmed electronic transmission or confirmed facsimile transmission.


Assignment

This Agreement and the rights and obligations hereunder may not be assigned, transferred, or delegated, in whole or in part, whether voluntarily or by operation of law, contract, merger (whether User is the surviving or disappearing entity), stock or asset sale, consolidation, dissolution, through government action or otherwise, by User without Dressmate’s prior written consent. Any assignment or transfer in violation of the foregoing shall automatically be null and void, and Dressmate may immediately terminate this Agreement upon such an attempt. This Agreement shall be binding upon, and inure to the benefit of, any permitted successors, representatives, and permitted assigns of the parties hereto.


Independent Contractors

The parties shall be independent contractors under this Agreement, and nothing herein will constitute either party as the employer, employee, agent, or representative of the other party, or both parties as joint venturers or partners for any purpose. Neither party will have the right or authority to assume or create any obligation or responsibility on behalf of the other party.


No Publicity. User will not issue any press release or otherwise make any public announcement with respect to this Agreement, any Dressmate Technology, or User’s relationship with Dressmate without Dressmate’s prior written consent.