Terms of Use Agreement

By using the Womentorz™ web site ("Womentorz" or the “Site”), a service of Womentorz, LLC, you (the “user” or “you”) agree to be bound by the following terms and conditions (the “Terms of Use” or the "Agreement”).  Before you may become a member of Womentorz, you must read and accept all the terms and conditions in, and linked to, the Agreement. The Agreement is effective on April, 2010 for current users, and upon acceptance for new users.

Womentorz is a Venue

Womentorz acts as a venue to allow users who comply with Womentorz’s policies to offer, sell, and buy inventions within a fixed price format. Womentorz™ is not directly involved in the transaction between buyers and sellers. As a result, Womentorz has no control over the quality, safety, morality or legality of any aspect of the items listed, the truth or accuracy of the listings, the ability of sellers to sell items or the ability of buyers to pay for items. Womentorz does not pre-screen users or the content or information provided by users. Womentorz cannot ensure that a buyer or seller will actually complete a transaction.

Consequently, Womentorz does not transfer legal ownership of items from the seller to the buyer. Womentorz cannot guarantee the true identity, gender, age, or nationality of a user. Womentorz encourages you to communicate directly with potential transaction partners through the tools available on the Site. You may also wish to consider using a third party escrow service or services that provide additional user verification.

By (clicking "yes") / signing this agreement, you agree that Womentorz is a venue and as such is not responsible or liable for any content, for example, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links posted by you, other users, or outside parties on Womentorz. You use the Womentorz service at your own risk.

Membership Eligibility

Age: Womentorz's services are available only to, and may only be used by, individuals who are 18 years and older who can form legally binding contracts under applicable law. Individuals under the age of 18 can use this service only in conjunction with and under the supervision of a parent or legal guardian. In this case, the adult is the user and is responsible for any and all activities.

Compliance: You agree to comply with all local laws regarding online conduct and acceptable content. You are responsible for all applicable taxes. In addition, you must abide by Womentorz’s policies as stated in the Agreement.

Password: Keep your password secure. You are fully responsible for all activity, liability and damage resulting from your failure to maintain password confidentiality. You agree to immediately notify Womentorz of any unauthorized use of your password or any breach of security. You also agree that Womentorz cannot and will not be liable for any loss or damage arising from your failure to keep your password secure.

Account Information: You must keep your account information up-to-date and accurate at all times, including a valid email address. To sell items on Womentorz, you must have a valid credit card on file with Womentorz at all times.

Account Transfer: You may not transfer or sell your Womentorz account or User ID to another party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to this Agreement.

Right to Refuse Service: Womentorz's services are not available to either temporarily or indefinitely suspended Womentorz members. Womentorz reserves the right, in Womentorz’s sole discretion, to cancel unconfirmed or inactive accounts. Womentorz reserves the right to refuse service to anyone, for any reason, at any time.

Fees and Services

Womentorz charges fees for listing an item When you list an item you have an opportunity to review and accept the fees that you will be charged. Womentorz's Fees Policy, which is subject to change, is incorporated into this Agreement by reference. Changes to the Fees Policy and the fees for Womentorz’s services are effective after Womentorz provides you with at least fourteen (14) days' notice by posting the changes on the Site. However, Womentorz may choose to temporarily change the Fees Policy and the fees for Womentorz's services for promotional events. Womentorz may, at Womentorz's sole discretion, change some or all of Womentorz's services at any time. In the event Womentorz introduces a new service, the fees for that service are effective at the launch of the service. Unless otherwise stated, all fees are quoted in US Dollars (USD).  Please refer to Womentorz Membership Fees for up-to-date membership fees.

You are responsible for paying all fees associated with using Womentorz. Womentorz keeps sellers' valid credit card or other accepted payment information on file. At the beginning of the month, each seller is emailed an invoice detailing the amount due. A seller must pay the amount due in full within 15 days of the date of the invoice. If the seller's account is not paid in full, the seller risks penalties such as the suspension of privileges and/or termination of the account.

Fees and Termination: If Womentorz terminates your account, if you close your account, or if the payment of your Womentorz fees cannot be completed for any reason, you remain obligated to pay Womentorz for all unpaid fees plus any applicable penalties. If you have a question or wish to dispute a charge, contact Womentorz.

Sales Tax and Shipping & Handling: Sellers are also responsible for shipping all items to the buyer and for providing an appropriate estimate of shipping costs before the completion of all transactions.  There should never be a surprise shipping cost showing up on a buyer’s credit card that wasn’t previously disclosed during the checkout process.

Listing Description: By listing an item on the Site you warrant that you and all aspects of the item comply with any and all Womentorz’s policies.  You warrant that any item listed does not infringe upon any third parties' intellectual property rights, including copyright, trademark, patent, trade secret, moral rights and rights of publicity, privacy and attribution.  You also warrant that you may legally sell the item. You must accurately describe your item and all terms of sale in your Womentorz shop. Your listings may only include text descriptions, graphics, pictures, video and other content relevant to the sale of that item. All items must be listed in an appropriate category with appropriate tags. Each listing must accurately and completely describe the item/items for sale in that listing. If the "in stock" quantity is more than one, all items in that listing must be identical. Each unique item must have its own listing.

Rules for listings

To promote a safe, fair, and enjoyable trading experience, Womentorz has established a set of rules and policies for item listings. These restrictions involve how certain items are described, and practices that would provide an unfair advantage or result in a negative buyer experience.

Violations of these policies may result in a range of actions, including:

• Listing cancellation
• Limits on account privileges
• Account suspension
• Forfeit of Womentorz fees on cancelled listings
• Loss of Seller status

When policy violations occur, Womentorz sends an email to the seller to inform them that a listing has been ended.

In addition to the rules for listings, you should also review your listing for Intellectual Property and Patent Infringement to check if your type of item is allowed or has additional restrictions that would affect your listing.  You should consult with your own attorney to determine whether your listing may infringe upon the Intellectual Property rights of third parties.

Sellers need to make sure that their listings accurately represent the item being sold.  Except as noted in the specific policy as exceptions, sellers cannot:

• List items in inappropriate categories.
• Misrepresent the item location from which their item will be shipped.
• Include brand names or other inappropriate keywords in a title or description.
• Have misleading titles that do not accurately describe the item for sale.
• List a single item but offer additional identical items for sale in the description.
• Include separate payment surcharges that buyers pay to use ordinary forms of payment.
• Misuse the reserve price option.
• Charge excessive shipping.
• Listings must provide an enjoyable and safe experience for buyers.
• Solicit buyers to mail cash or use other payment methods not specifically permitted by Womentorz as accepted payment methods.
• Communicate to buyers that they accept, or will not accept, specific forms of PayPal payment.
• Include links that do not conform to Womentorz's Links policy.
• Use certain types of HTML and JavaScript in item listings.
• Promote giveaways, random drawings, raffles, prizes, or bonuses.
• Create a listing that offers a service.

Prohibited, Questionable and Infringing Items and Activities

You are solely responsible for your conduct and activities on and regarding to Womentorz and any and all data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, and links (together, “Content”) that you submit, post, and display on Womentorz.

Certain Items Require Insurance

We encourage all our Users to obtain liability insurance for the sale of items.  However, Womentorz requires those Users selling:  (1) Toys or other products for children; (2) Food or other products for human consumption (including lotions and soaps); or (3) Electrically powered items (including those run on batteries) to obtain and at all times maintain a minimum of Five Hundred Thousand ($500,000.00) of liability coverage, per occurrence, with respect to the sale and use of any such item, and that a Certificate of Insurance indicating such coverage shall be delivered to Womentorz upon request.  Further, Users who are required to obtain insurance shall name Womentorz as an "additional insured" to such coverage, and shall provide proof of such addition to Womentorz upon request.  Failure to obtain or maintain such insurance shall result in the removal the listings of those covered items.

Restricted Activities: Your Content and your use of Womentorz shall not:

1. Be false, inaccurate or misleading
2. Be fraudulent or involve the sale of illegal, counterfeit or stolen items
3. Infringe upon any third party's copyright, patent, trademark, trade secret or other proprietary or intellectual property rights or rights of publicity or privacy
4. Violate this Agreement, The DOs & DON’Ts of Womentorz, any site policy or community guidelines, or any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising)
5. Contain items that have been identified by the U.S. Consumer Products Safety Commission (CPSC) as hazardous to consumers and therefore subject to a recall
6. Be defamatory, trade libelous, unlawfully threatening, unlawfully harassing, impersonate or intimidate any person (including Womentorz staff or other users), or falsely state or otherwise misrepresent your affiliation with any person, through for example, the use of similar email address, nicknames, or creation of false account(s) or any other method or device
7. Be obscene or contain child or adult pornography
8. Contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information
9. Host images not part of a listing
10. Modify, adapt or hack Womentorz or modify another website so as to falsely imply that it is associated with Womentorz;
11. Appear to create liability for Womentorz or cause Womentorz to lose (in whole or in part) the services of Womentorz’s ISPs or other suppliers
12. Link directly or indirectly, reference or contain descriptions of goods or services that are prohibited under this Agreement, the Privacy Policy, the DOs & DON’Ts of Womentorz, or other policy documents as posted on Womentorz.

Furthermore, you may not list any item on Womentorz (or consummate any transaction that was initiated using Womentorz’s service) that, by paying to Womentorz the listing fee or the final value fee, could cause Womentorz to violate any applicable law, statute, ordinance or regulation, or that violates the Terms of Use.

License: Womentorz does not claim ownership rights in your Content. You grant Womentorz a license solely to enable Womentorz to use any information or Content you supply Womentorz with, so that Womentorz is not violating any rights you might have in that Content. You grant Womentorz a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in the Content, in any media now known or not currently known, with respect to your Content. You agree to allow Womentorz to store or re-format your Content on Womentorz and display your Content on Womentorz in any way as Womentorz chooses. Womentorz will only use personal information in accordance with Womentorz's Privacy Policy.
As part of a transaction, you may obtain personal information, including email address and shipping information, from another Womentorz user. Without obtaining prior permission from the other user, this personal information shall only be used for that transaction or for Womentorz-related communications. Womentorz has not granted you a license to use the information for unsolicited commercial messages. Without limiting the foregoing, without express consent from the user, you are not licensed to add any Womentorz user to your email or physical mail list. For more information, see Womentorz’s Privacy Policy.

Re-Posting Content: By posting Content on Womentorz, it is possible for an outside website or a third party to re-post that Content. You agree to hold Womentorz harmless for any dispute concerning this use. If you choose to display your own Womentorz-hosted image on another website, the image must provide a link back to its listing page on Womentorz.

Information Control

Womentorz does not control the Content provided by users that is made available on Womentorz. You may find some Content to be offensive, harmful, inaccurate, or deceptive. There are also risks of dealing with underage persons or people acting under false pretense.

Additionally, there may also be risks dealing with international trade and foreign nationals. By using Womentorz, you agree to accept such risks and that Womentorz (and Womentorz’s officers, directors, agents, subsidiaries, joint ventures and employees) is not responsible for any and all acts or omissions of users on Womentorz. Please use caution, common sense, and practice safe buying and selling when using Womentorz.

Other Resources: Womentorz is not responsible for the availability of outside websites or resources linked to or referenced on the Site. Womentorz does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such websites or resources. You agree that Womentorz 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 on any such content, goods or services available on or through any such websites or resources.

Meetings Outside of Womentorz

Users may arrange and attend online virtual meetings or in-person meetings (“Meetings”) with one or more individuals. Users are solely responsible for interactions with others. Users must comply with Womentorz’s policies and acknowledge and agree to comply with the laws of the city, county and country in which the Meeting occurs. Additional eligibility requirements for a particular group or Meeting may be set by the group’s contact person. Womentorz is not involved with user generated groups, the groups’ requirements, or the Meetings.

Womentorz does not supervise or control the Meetings, user-initiated online or offline gatherings, or the interactions among and between users and other persons or companies. Users are solely responsible for interactions with others. Users understand that Womentorz does not in any way screen its users. All users agree to exercise caution and good judgment in all interactions with others, particularly if meeting offline or in person.

Resolution of Disputes and Release

Should you have a dispute with one or more users, or an outside party, you release Womentorz (and Womentorz's officers, directors, agents, subsidiaries, joint ventures and employees) from any and all 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 disputes. Womentorz encourages users to report user-to-user disputes to your local law enforcement, postmaster general, or a certified mediation or arbitration entity, as applicable.

Womentorz, for the benefit of users, may try to help users resolve disputes. Womentorz does so in Womentorz’s sole discretion, and Womentorz has no obligation to resolve disputes between users or between users and outside parties. To the extent that Womentorz attempts to resolve a dispute, Womentorz will do so in good faith based solely on Womentorz’s policies. Womentorz will not make judgments regarding legal issues or claims.

Womentorz's Intellectual Property

WOMENTORZ, and other Womentorz graphics, logos, designs, page headers, button icons, scripts, and service names are registered trademarks, trademarks or trade dress of Womentorz, LLC in the U.S. and/or other countries. Womentorz's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names or email addresses, in connection with any product or service in any manner that is likely to cause confusion.

Access and Interference

Womentorz may contain robot exclusion headers which contain internal rules for software usage. Much of the information on Womentorz is updated on a real-time basis and is proprietary or is licensed to Womentorz by Womentorz's users or third parties. You agree that you will not use any robot, spider, scraper or other automated means to access Womentorz for any purpose without Womentorz’s prior express written permission. Additionally, you agree that you will not:

1. Take any action that imposes, or may impose, in Womentorz’s sole discretion, an unreasonable or disproportionately large load on Womentorz’s infrastructure
2. Copy, reproduce, modify, create derivative works from, distribute or publicly display any user Content (except for your Content, or other allowed uses as set out in the  DOs & DON’Ts of Womentorz from the Site) without the prior express written permission of Womentorz and the appropriate third party, as applicable
3. Interfere or attempt to interfere with the proper working of the Site or any activities conducted on the Site
4. Bypass Womentorz’s robot exclusion headers or other measures Womentorz may use to prevent or restrict access to Womentorz

Breach of Agreement

Without limiting any other remedies, Womentorz may, without notice, and without refunding any fees, delay or immediately remove Content, warn Womentorz’s community of a user’s actions, issue a warning to a user, temporarily suspend a user, temporarily or indefinitely suspend a user’s account privileges, terminate a user’s account, prohibit access to the Site, and take technical and legal steps to keep a user off the Site and refuse to provide services to a user if any of the following apply:

Womentorz suspects (by information, investigation, conviction, settlement, insurance or escrow investigation, or otherwise) a user has breached this Agreement, the Privacy Policy, the DOs & DON’Ts of Womentorz, or other policy documents and community guidelines incorporated herein; Womentorz is unable to verify or authenticate any of your personal information or Content; Or Womentorz believes that a user is acting inconsistently with the letter or spirit of Womentorz’s policies, has engaged in improper or fraudulent activity in connection with Womentorz or the actions may cause legal liability or financial loss to Womentorz's users or to Womentorz.

Privacy

Except as provided in Womentorz’s Privacy Policy Womentorz will not sell or disclose your personal information (as defined in the Privacy Policy) to third parties without your explicit consent. Womentorz stores and processes Content on computers located in the United States that are protected by physical as well as technological security.

No Warranty

WOMENTORZ, WOMENTORZ'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND WOMENTORZ'S SUPPLIERS PROVIDE WOMENTORZ'S WEB SITE AND SERVICES "AS IS" AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY. WOMENTORZ, WOMENTORZ'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES AND WOMENTORZ'S SUPPLIERS SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, PERFORMANCE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, NO ADVICE OR INFORMATION (ORAL OR WRITTEN) OBTAINED BY YOU FROM WOMENTORZ SHALL CREATE ANY WARRANTY. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO THE FOREGOING DISCLAIMER MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

Limited Liability

IN NO EVENT SHALL WOMENTORZ, AND (AS APPLICABLE) WOMENTORZ'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES OR WOMENTORZ'S SUPPLIERS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE SITE, WOMENTORZ’S SERVICES, OR THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BODILY INJURY, EMOTIONAL DISTRESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES.

WOMENTORZ'S LIABILITY, AND (AS APPLICABLE) THE LIABILITY OF WOMENTORZ'S SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU PAY TO WOMENTORZ IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. 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.

Indemnification

You agree to indemnify and hold harmless Womentorz and its affiliates and subsidiaries, agents, attorneys, representatives, shareholders, directors, officers, employees, consultants, independent contractors, predecessors, successors, assigns and insurance carriers from any and all claims, costs, demands, debts, actions, causes of action, liabilities, and obligations of every kind, made by any third party due to or arising out of your breach of this agreement, or your violation of any law or the rights of a third party.

No Guarantee of Access

Womentorz does not guarantee continuous, uninterrupted access to the Site, and operation of the Site may be interfered with by numerous factors outside Womentorz’s control.   It is normal that from time to time the site will be need to undergo various upgrades and changes which may affect the use of the site on a temporary basis.

Legal Compliance

You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of Womentorz’s service and your listing, purchase, solicitation of offers to purchase, and sale of items.

Severability

If any provision of this Agreement is held unenforceable, then such provision will be modified to reflect the parties' intention. All remaining provisions of this Agreement shall remain in full force and effect.

No Agency

You and Womentorz are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

Womentorz Service Revoked

Womentorz reserves the right to modify or terminate the Womentorz service for any reason, without notice, at any time. Womentorz reserves the right to alter these Terms of Use or other Site policies at any time. If the alterations constitute a material change to the Terms of Use, Womentorz will notify you via email to the address in your account. What constitutes a "material change" will be determined at Womentorz's sole discretion, in good faith, and using common sense and reasonable judgment.

Choice of Law

This Agreement shall in all respects be interpreted and construed with and by the laws of the Washington State and disputes arising under this Agreement will be adjudicated by the courts within the State of Washington’s jurisdiction.

Contacting Womentorz

All correspondence, questions or issues should be directed via e-mail at info@womentorz.com. All users of Womentorz will be responded to within 24 hours.  You are welcome to include a phone number and a service member will call you back if the matter should be discussed verbally.