We may make changes to these Terms at any time. Any changes we make will be effective immediately when we post a revised version of the Terms on the Site. The "Last Updated" date above will tell you when these Terms were last revised. By continuing to use the Site, after that date, you agree to the changes.
1. TYPES OF INFORMATION THAT MAY BE COLLECTED
We may collect the following types of information:
2. METHODS THAT MAY BE USED TO COLLECT INFORMATION
Information may be collected about you or from you in all parts of and all aspects of the Website, including but not limited to the following:
We may also use web beacons or other technologies. A web beacon (also known as "action tags", "tracer tags", or "single-pixel gifs") is an invisible graphic on a web page that is programmed to collect non-PII about your use of a given website. We do not share or provide PII we may collect through such web beacons, such as names, e-mail addresses and phone numbers without your express permission. We may also use locally stored objects to store data about your use of our Website. Locally stored objects are a feature that permits websites to store data on your computer but not in a cookie.
We may partner with third-party advertising companies who may utilize cookies, web beacons or other technologies to provide advertisements about our goods and services that may be of interest to you or to serve advertisements on our Website. These third parties may use these technologies to collect information about you when you use the Website. They may collect information about your online activities over time and across different websites and other online services. They may use this information to provide you with interest-based advertising or other targeted content. They may use persistent identifiers to anonymously track your Internet usage across other websites in their networks beyond the Website. Such third parties may, with sufficient data from other sources, be able to personally identify you, unknown to us. For information about how we share your personal information with service providers, please see "Sharing of the Information" section below.
To learn more about the use of this information or to choose not to have this information used by our third party advertising partners by opting out, please visit the Network Advertising Initiative by clicking http://www.networkadvertising.org/managing/opt_out.asp.
Some content or applications, including advertisements, on the Website are served by unaffiliated third parties. We do not control these third parties' tracking technologies or how they may be used. If you have any questions about an advertisement, you should contact the responsible advertiser directly.
4. USE OF THE INFORMATION COLLECTED
We own the information collected on or through the Website. As applicable, the information you provide to us or is collected on or through the Website may be used to:
5. SHARING OF THE INFORMATION
At times, as described below, we may share your personally identifiable information with others for various purposes:
6. A NOTE TO PARENTS REGARDING PRIVACY
The Website is a general audience website. On the Website, we do not currently knowingly collect any personally identifiable information from children under the age of thirteen or currently knowingly target or solicit users under the age of thirteen.
7. REVISING PERSONALLY IDENTIFIABLE INFORMATION
If your personally identifiable information changes (such as your email address or zip code), or if you no longer want to have access to the Website, we will endeavor to provide a way to correct, update or remove the personal data you have provided to us. You may request that we do so by emailing us at [firstname.lastname@example.org], signing into your online account and making the desired changes.
8. YOUR CALIFORNIA PRIVACY RIGHTS
California law permits users who are California residents to request certain information regarding ShooWin's disclosure of their PII to third parties for their direct marketing purposes. To make such a request, please send an e-mail to email@example.com, specifying that you seek your "California Customer Choice Notice." Please allow thirty days for a response.
The Website incorporates reasonable safeguards to protect the security and privacy of the personally identifiable information that we may collect and we have put into place reasonable precautions to protect such information from loss, misuse and alteration. Our security policies are reviewed periodically and revised as required.
10. DATA RETENTION
11. FORUMS, COMMENTING AND MESSAGE BOARDS
The Website may make forums, commenting and message boards available to you and other users. You are not required to provide any personally identifiable information when using such functions or areas of the Website but you may choose to do so. If you post personally identifiable information online, it will be publicly available and you may receive unsolicited messages from third parties. By using the commenting features of the Website, you acknowledge that your user name and location information will be disclosed. We cannot ensure the security of any information you choose to make public in a forum, comment or message board. Also, we cannot ensure that parties who have access to such publicly available information will respect your privacy. Please exercise caution when deciding to disclose any information, especially personally identifiable information, in these areas. To request removal of your personally identifiable information from our forum, comment, or message board, contact us at firstname.lastname@example.org. In some cases, we may not be able to remove your personally identifiable information from such forum, comment, or message board.
12. LINKS TO OTHER WEBSITES
13. GOVERNING LAW
ShooWin, Inc. ("ShooWin") IS PLEASED TO OFFER YOU ACCESS TO OUR SERVICES ON THE FOLLOWING TERMS:
1. Introduction to ShooWin Forward Markets.
Before considering the legal terms in the sections below, we wish to tell you about our marketplace. ShooWin provides a platform where fans can purchase, bid and sell reservations (“Reservations”) for a Game (a “Game”). The rights to attend the Game represented by Reservations and other instruments are granted by the underlying rights holders who are responsible for providing the tickets to Games. We simply provide an independent marketplace where interested buyers and sellers can meet to transact at prices established by them in a fair and open market. We are not responsible for matters outside our reasonable control including, without limitation, cancellation, postponement or interruption of the Game, unauthorized use of a credit card, or credit card fraud, or the personal safety of fans or audiences attending the Game. A Reservation is an instrument which: (i) gives the holder the right to purchase a ticket to the Game, the occurrence of which may be known or is contingent upon one or more factors and (ii) obligates the holder to purchase the ticket if the Game is scheduled to occur. The price of a Reservation is separate from and in addition to the price a holder will have to pay for the underlying ticket if the Game is scheduled to occur. If the Game does not occur, including, without limitation, if the conditions for a contingent Game are not satisfied, then the holder will not be entitled to a refund of the Reservation price.
2. Ticket Possession
In the event the Game does occur, all customers with a reservation on the Game will be obligated to purchase the ticket(s) to the Game as set forth in their reservation. ShooWin acquires those ticket(s) in various ways, and IN SOME CASES, SHOOWIN, DOES NOT HAVE POSSESSION OF THE TICKET, HAS NO CONTRACT TO OBTAIN THE OFFERED TICKET AT A CERTAIN PRICE FROM A PERSON IN POSSESSION OF THE TICKET OR FROM A PERSON WHO HAS A CONTRACTUAL RIGHT TO OBTAIN SUCH TICKET. SHOOWIN WILL SUPPLY THE TICKET REGARDLESS OF ACTUAL POSSESSION. IN THE EVENT SHOOWIN IS UNABLE TO SUPPLY THE TICKET(S), SHOOWIN SHALL REFUND ANY MONIES PAID BY THE CONSUMER WITHIN TEN BUSINESS DAYS.
3. User Eligibility.
The ShooWin marketplace is available only to individuals who satisfy verification and are 18 years of age or older or who have reached the age of majority to form legally binding contracts under applicable law. Without limiting the foregoing, the Services are not available to minors or to suspended or terminated users. If you do not qualify, please do not use the Services.
4. Transaction Fees and Listings.
You can view our listings of available Reservations free of charge without registering. In order to buy, sell, or bid on any of our Reservations, or submit user submissions, you must register with ShooWin and satisfy verification. The buyer and seller of a Reservation on our system (respectively "Buyer" and "Seller") each pay a transaction fee. Please see our FAQ section to view the fees for each market. The transaction fee paid by the Seller is deducted from the proceeds of sale. The transaction fee paid by the Buyer is added to the cost of the transaction and is clearly stated before the transaction takes place. When you place an order you have an opportunity to review and accept the transaction price and fee that you will be charged in the event of a transaction. We may in our sole discretion change, remove or suspend some or all of our Reservation listings or Services and the fees we charge at any time. In the event we introduce a new Reservation listing or Service, these fees are applicable (unless specifically stated otherwise) for that Reservation or Service and are effective at its launch. Unless otherwise stated, all fees for transactions are quoted in US Dollars. You are responsible for paying all fees associated with using our service and the Website and any applicable taxes.
5. The Role of ShooWin.
ShooWin Marketplace. The ShooWin Marketplace, through its electronic registration of Reservations offered on our marketplace, stands responsible for the authenticity of Reservations registered on the ShooWin marketplace. Where delivery of a Reservation listing is refused, prevented, hindered, delayed or otherwise made impractical beyond ShooWin's reasonable control and such occurrence cannot be overcome by reasonable diligence and without unusual expense, ShooWin shall be excused from delivery and have the right, but not the obligation, to compensate the Reservation holder at the close of the market with a payment equal to 125% of the average trading price of the last ten trades immediately prior to the market closing for that Reservation marketplace. Notwithstanding the foregoing, in no event shall ShooWin refund a user less than what they paid for the Reservation should delivery of the tickets not occur.
6. Grant of License.
As discussed above, ShooWin acts as a marketplace only to allow Real Fan ™ Buyers and Sellers to interact regarding listings of Reservations. The submission and confirmation of orders are transactions between Buyers and Sellers only. If you have a dispute with one or more parties or registered users, you release ShooWin and all affiliated companies, officers, directors, agents, parents, subsidiaries, legal representatives and employees from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such dispute.
IN NO EVENT SHALL SHOOWIN BE LIABLE FOR EVENT CANCELLATIONS, POSTPONEMENTS OR INTERRUPTIONS, FOR UNAUTHORIZED USE OF A CREDIT CARD OR CREDIT CARD FRAUD, FOR THE PERSONAL SAFETY OF FANS OR AUDIENCES ATTENDING AN EVENT OR FOR OTHER MATTERS OUTSIDE OUR CONTROL. THE WEBSITE/S SELL SECONDARY TICKETS. THE PRICE OF SUCH TICKET OFFERED FOR SALE MAY EXCEED THE ESTABLISHED PRICE. SHOOWIN MAY NOT HAVE POSSESSION OF THE TICKET, MAY NOT HAVE A CONTRACT TO OBTAIN THE OFFERED TICKET AT A CERTAIN PRICE FROM A PERSON IN POSSESSION OF THE TICKET OR FROM A PERSON WHO HAS A CONTRACTUAL RIGHT TO OBTAIN SUCH TICKET, AND MAY NOT BE ABLE TO SUPPLY THE TICKET AT THE CONTRACTED PRICE OR RANGE OF PRICES.
8. Making a Bid and Buying.
There are two methods of purchasing a Reservation, either buying it outright at its offered price or making a bid. In either case, you agree to be bound by the terms and conditions in this User Agreement. Since all prices for Reservations are quoted in US Dollars, foreign purchasers bear the risk of currency fluctuation between the date of your purchase and the date your charges are converted to your home currency in accordance with the policy of your credit card company.
Buying Outright. Prior to executing a final purchase you will be asked to confirm your intent to purchase. Upon confirmation of a purchase, ShooWin will charge the Buyer's account or credit card for the sale price of the Reservation, transaction fee and any taxes. Such confirmed purchase shall be final and cannot be cancelled.
Bid. Bids are final and may not be retracted unless you follow and otherwise comply with the instructions on the Website under FAQ to cancel or modify (if applicable) a bid. Before purchasing a Reservation by making a bid, you will need to fund your account using a major credit card with sufficient funds to cover your bid should it transact. Subject to our withdrawal policy, you may withdraw such amounts at any time after you withdraw your bid (if not already matched) in accordance with the instructions on the Website under FAQ. When you post a bid that is later matched with an offer-to-sell, the purchase will occur at the time of matching, and the bidder's account will be charged at that time. Although you will be asked to confirm your bid when it is placed, no separate confirmation will be sought when your bid is matched. You acknowledge that if your bid is accepted, you will be required to pay the price for the Reservation and related transaction fees as posted in the marketplace.
If you fail to pay any amounts owed under this Agreement, you agree to reimburse ShooWin for any collection costs or other associated fees and expenses incurred in collecting such amounts.
9. Making an Offer and Selling.
If you post a Reservation on our marketplace and receive at least one bid or offer to purchase your Reservation at or above your posted offer-to-sell price, the transaction with that bidder will happen immediately upon matching with the bid or offer to purchase; you may not withdraw your listing after the transaction occurs. Your account on the ShooWin Website will be credited with the sale price of the item, less the transaction fee and any taxes. At any time you may make a permitted withdrawal of any available balance in your account on the ShooWin Website. Withdrawals are typically processed within 20 days from the date of your request.
10. Account Registration and Security.
You understand that you may need to create an account to have access to parts of the Website. In consideration of your use of the Website, you will: (a) provide true, accurate, current and complete information about yourself as prompted by the Website’s registration process and (b) maintain and promptly update your information to keep it true, accurate, current and complete. If we suspect that such information is untrue, inaccurate, not current, misleading or incomplete, we have the right to suspend or terminate your account and refuse any and all use of the Site. You are entirely responsible for the security and confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to immediately notify us of any unauthorized use of your account or any other breach of security of which you become aware. You are responsible for taking precautions and providing security measures best suited for your situation and intended use of the Website. Please note that anyone able to provide your username and password will be able to access your account so you should take reasonable steps to protect this information.
11. Products and Specifications.
Details of the products and Services available for purchase are set out on the Website. All prices are displayed and charged in US dollars. All applicable sales and other taxes are in addition to the sale price. All online transaction totals reflect the estimated tax amount; the actual tax amount will be calculated based on your shipping location and may vary from the estimated tax. Discounts and sales prices may not be applied to previous orders. We reserve the right to shorten the duration of any special order or sales promotion. All features, content, specifications, products and prices of products and services described or depicted on this Website are subject to change at any time without notice. The inclusion of any products or services on this Website at a particular time does not imply or warrant that these products or services will be available at any time. Occasionally, the manufacture or distribution of a certain product or service may be delayed for a number of reasons. In such event, we will make reasonable efforts to notify you of the delay and keep you informed of the revised delivery schedule. By placing an order, you represent that the products ordered will be used only in a lawful manner. ShooWin may also make available on the Website the opportunity to purchase products and services offered by third-party vendors; purchases of any such products or services are subject to these terms and conditions and may also be subject to additional terms and conditions required separately by the third-party vendors.
For all charges for any products or services sold on the Website, we will bill your credit card or alternative payment method offered and accepted by us. You agree to provide valid and updated payment information. In the event legal action is necessary to collect on balances due, you agree to reimburse ShooWin for all fees and expenses incurred to recover sums due, including attorneys' fees and other legal expenses. You are responsible for purchase of, and payment of charges for, all internet access services needed for use of this Website and any and all fees charged to you by your financial institution related to the charges. Payment obligations are non-cancelable and fees paid are non-refundable. ShooWin may suspend or terminate your account, in addition to other rights and remedies, if fees are past due. You must provide us with written notice of any disputed charges within ten (10) business days of the date of the charge. Notice of the dispute must provide in reasonable detail a statement of the basis for disputing the charge.
13. Shipping Limitations.
The order will be shipped to an address designated by the purchaser as long as that shipping address is compliant with the shipping restrictions contained on this Website. Risk of loss and title for items purchased from this Website pass to you upon delivery of the items to the carrier. You are responsible for filing any claims with carriers for damaged or lost shipments. Signature may be required for deliveries. ShooWin does not guarantee any particular delivery date and is not responsible for any delays. Users should endeavor to provide an address for delivery of tickets to Events that are located within the United States; ShooWin cannot guarantee timely delivery of tickets to Events to addresses outside of the United States.
14. Termination of Privileges.
Without limiting any other remedies, ShooWin may suspend or terminate your user privileges or deny you access if we suspect that: you have engaged in fraudulent, deceptive or dishonest activity in connection with the Website; you have manipulated or attempted to manipulate the price of any Reservation; you have entered into any transaction on the system that has been directly or indirectly prearranged; you have directed or requested another user to alter the price of a Reservation, bid or offer-to-sell; or you have used the Website for any unlawful purpose. ShooWin may report to law enforcement authorities any activity that we suspect violates any law, rule or regulation.
15. Prohibited Activities.
Offline Transactions. You agree not to use the Website to (a) contact other ShooWin users, (b) invite contact with other ShooWin users, (c) solicit sales outside of ShooWin, or (d) initiate or engage in transactions (either purchases or sales) outside of the ShooWin Site. ShooWin is not responsible for any damages or lost profits that result from ShooWin users directly contacting other ShooWin users or for any damages or lost profits resulting from transactions conducted outside of ShooWin, including transactions that originate at the ShooWin Site and are taken offline.
Abusive Behavior. You agree not to use abusive language or behave in an abusive manner to any ShooWin employee or customer.
Adult Materials. You agree not to list, sell or buy any adult materials, obscene materials or pornographic materials through the Website, directly or indirectly, and you agree not to use any names or other information found on or via the Website to do so.
Illegal Activity. You agree not to use the Website for unlawful purposes or in an unlawful manner. You agree to comply with all applicable local, state, federal and international laws, statutes and regulations regarding use of the Website and the purchase of the Reservations. You agree not to use or permit anyone to use information provided through the Website for any unlawful or unauthorized purpose. You agree not to register under a false name or use an invalid or unauthorized credit card. You agree not to copy, modify, or distribute any content from the Site, including ShooWin or Rights holder copyrights and trademarks, and/or link to the Website without ShooWin's prior written permission.
Stolen Property. The sale of stolen property on the ShooWin Website is strictly forbidden, and violates state, federal and international law. ShooWin strongly supports law enforcement efforts to recover stolen property that is listed on the Website, and urges the prosecution of those responsible for knowingly attempting to sell such items on the ShooWin Website. Stolen property includes items taken from private individuals, as well as property taken without authorization from companies or governments.
Sale of Other Goods and Services. You agree not to use the Website to promote, market or sell any other goods or services on the Website.
Other. You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without our prior explicit written permission. You agree that you will not use any device, software or routine to bypass our robot exclusion headers, or to interfere or attempt to interfere with the proper working of the system or any activities conducted on the Website. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on our infrastructure. You further agree that information you provide us will not contain any viruses, Trojan horses, worms, time bombs, cancelbots, easter eggs, or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data or personal information. Information on the Website is updated on a real time basis and is proprietary or is licensed to ShooWin. You agree that you will not copy, reproduce, alter, modify, create derivative works, or publicly display any content (except for your information) from the Website without the prior explicit written permission of ShooWin.
Investigations. We may investigate complaints and violations of our policies. You agree to cooperate fully with such investigations, including without limitation, providing us specific information regarding your account, stored payment methods, or executed transactions.
Disclosure of Information. You agree that ShooWin may report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other relevant third parties. ShooWin will cooperate to ensure that violators are prosecuted to the fullest extent of the law.
Warnings, Suspension, Termination and Denial of Access. Without limiting other remedies, we may immediately issue a warning, temporarily suspend or terminate your user rights, deny access and refuse to provide the Services to you if: (a) you breach this Agreement or the documents incorporated herein by reference; (b) we are unable to verify or authenticate any information you provide to us; (c) your credit card charging privileges are revoked or charges are refused for any reason; or (d) we believe that your actions may cause financial loss or legal liability for you, us, our users or any other person.
18. Disclaimer of Warranties.
SHOOWIN AND ITS SUBSIDIARIES, AFFILIATES, EMPLOYEES AND AGENTS PROVIDE THE SOFTWARE, WEBSITE AND SERVICES ON AN "AS IS" AND "AS APPLICABLE" BASIS WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. SHOOWIN AND ITS SUBSIDIARIES, EMPLOYEES, AGENTS AND SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states do not allow the disclaimer of implied warranties, so the foregoing disclaimer may not apply to you.
Change or Suspension of Website. ShooWin reserves the right at any time to modify or discontinue, temporarily or permanently, the Website or any part of the Website with or without notice. You agree that we shall not be liable to you or any third party for any modification, suspension or discontinuance of the Site or the Services under this Agreement, for any reason. We do not guarantee continuous, uninterrupted or secure access to the Services, and operation of the Website may be interfered with by numerous factors outside of our control. ShooWin is never, for any reason, responsible for Reservations on the Website that do not sell, including Reservations that remain unsold during a Website outage.
Regular Maintenance. The Site will be unavailable while it is being updated and modified. When a Seller posts a Reservation on the Website, the Reservation may not be available for purchase until the next regularly scheduled Website update. ShooWin is not responsible for unsold Reservations resulting from Website updates.
19. Your Warranties to Us.
You represent and warrant that any information you provide to us, to other users, or to visitors (a) is not false, inaccurate, misleading, obscene or defamatory; (b) is not fraudulent; (c) does not involve the sale of counterfeit or stolen items; (d) does not infringe any third party's copyright, patent, trademark, trade secret, rights of publicity or privacy, or other right; (e) does not violate any law, statute, ordinance or regulation, including without limitation those governing consumer protection, unfair competition, anti-discrimination or false advertising; and, (f) does not contain any viruses or any programming that is intended to damage, interfere with, intercept or expropriate any system, data or personal information.
20. Limitation of Liability.
IN NO EVENT SHALL SHOOWIN BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, THE SERVICES OFFERED OR THE TERMINATION OR MALFUNCTION OF THE SERVICES OR THE WEBSITE. SHOOWIN’S LIABILITY, TO YOU OR TO ANY THIRD PARTIES IN ANY CIRCUMSTANCE ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE OR THE SERVICES OR PRODUCTS OFFERED, IS LIMITED TO THE LESSER OF (A) THE TOTAL U.S. DOLLAR AMOUNT OF ALL RESERVATIONS OR OTHER PRODUCTS YOU PURCHASE AND SELL ON THE WEBSITE IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY AND (B) ONE HUNDRED US DOLLARS ($100.00). Some States do not allow the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to you.
You agree to indemnify and hold ShooWin and its subsidiaries, affiliates, officers, directors, agents and employees, harmless from any claim, demand, damage or expense (including reasonable attorneys' fees), made by any third party or sustained by us due to or arising out of (i) your use of and access to the ShooWin Website, (ii) your violation of any of the terms of this Agreement or the documents incorporated herein by reference, (iii) your violation of any third party right, including without limitation any copyright, property or privacy right or (iv) your actions or omissions, caused damage to any a third party.
You agree that ShooWin is not responsible in any way for the accuracy or suitability of any payment of taxes to any entity on your behalf. You shall indemnify and hold ShooWin and (if applicable) any parents, subsidiaries, affiliates, officers, directors, agents and employees harmless against all liabilities, costs, interest and expenses (including reasonable attorneys' fees) incurred by ShooWin that arise out of any third party or governmental claim that involves, relates to or concerns (i) any federal, state or county tax obligation or amounts due or owing under any tax regulation, law, order or decree or (ii) any dispute concerning the tax status of ShooWin.
These indemnification obligations survive this Agreement and your use of the Website.
22. Intellectual Property Rights to the Website and Services.
License and Ownership of Intellectual Property. You acknowledge and agree that (i) all patents, trademarks, trade names, service marks, copyrights and other intellectual property owned by, or licensed to, ShooWin (collectively, "Intellectual Property") are and shall remain the sole property of ShooWin and the Licensor, and (ii) nothing in this Agreement shall confer in you any right of ownership in, or license rights to, this Intellectual Property. In addition, you shall not now nor in the future contest the validity of ShooWin's license to use, or the Licensor's ownership of this Intellectual Property.
Copyright. The software and the Website, including without limitation all text, graphics, logos, buttons, icons, images, audio clips, and computer programs, are the property of ShooWin, its licensors or its suppliers, and are protected by U.S. and international copyright, trademark and other laws. The compilation (meaning the collection, arrangement, and assembly) of all content on the Website is the exclusive property of ShooWin and protected by U.S. and international copyright law. Any unauthorized reproduction, modification, distribution, transmission, republication, display, or performance of the software or the content on the Website is strictly prohibited.
23. No Agency.
You and ShooWin are independent contractors, and no agency, partnership, joint venture or employee-employer relationship is intended or created by this Agreement.
24. Amendments; Assignment.
We may amend this User Agreement from time to time and at any time by posting the amended terms on the Website. Except as stated herein, all amended terms shall automatically be effective 30 days after they are initially posted on the Website. This Agreement is effective as of June 1, 2018. This Agreement, and any rights granted hereunder may not be transferred or assigned by you, but may be assigned by ShooWin without restriction.
Except as expressly stated otherwise, any notices shall be given to ShooWin in any of the following ways: You may send an e-mail to email@example.com. Notice shall be deemed given 5 days after the date of mailing or 24 hours after email is sent, unless we are notified that the email address is invalid.
26. Additional Terms.
This Agreement will be governed in all respects by the laws of the State of New York without reference to its laws relating to conflicts of law. Any disputes arising from or related to this Agreement or its enforceability, or the business relationship between the parties, shall be finally settled by binding, confidential arbitration by a single arbitrator selected using the rules and procedures for arbitrator selection under JAMS' Expedited Procedures in its Comprehensive Arbitration Rules and Procedures in effect on the date of the commencement of the arbitration to be held in New York, New York. The decision of the arbitrator shall be final and binding on the parties, and judgment may be entered on the arbitration award and enforced by any court of competent jurisdiction. The prevailing party shall be entitled to recover its reasonable legal costs relating to the aspect of its claim or defense on which it prevails, and any opposing costs awards shall be offset. This paragraph shall not preclude parties from seeking provisional remedies (including, injunctive relief) in aid of arbitration from a court of competent jurisdiction. YOU AND SHOOWIN AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. You agree that this Agreement and all incorporated agreements may be automatically assigned by ShooWin, in our sole discretion, to a third party in the event of a merger or acquisition. Our suppliers and co-brand partners are third-party beneficiaries of this Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of the sections to which they apply. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. This Agreement, which includes the other documents and policies incorporated by reference into this Agreement, sets forth the entire understanding and agreement between us with respect to the subject matter hereof.