1. ACCEPTANCE OF TERMS

    Gwynnie Bee, Inc., a Delaware corporation (hereinafter referred to as "we," "us," "our," or "Gwynnie Bee"), makes this website shop.gwynniebee.com (the “Website”), including all images, information, documents, communications, files, text, graphics, and software (collectively, the “Materials”) and the clothing and products available for purchase through the Website (collectively, the “Products”) and all services operated by Gwynnie Bee and third parties through the Website (collectively, the “Services”), available for your use subject to the terms and conditions set forth in this document and any changes to this document that Gwynnie Bee may publish from time to time (collectively, the "Terms of Use" or "Agreement"). "User Content" as used in this Agreement means all images, information, documents, communications, files, text (including user comments and reviews) and graphics that you or another site user uploads. These terms and conditions are also a legal agreement between you and Gwynnie Bee, Inc., establishing terms and conditions under which you will submit information to, and purchase garments, clothing and accessories (each a "Product" and collectively, "Products") and receive related services ("Services") or any other products or services introduced from time to time from Gwynnie Bee via our website at www.shop.gwynniebee.com (including the mobile website and any Gwynnie Bee applications) (hereinafter the "Website").By accessing or using this Website in any way, including, without limitation, use of any of the Services, purchasing of any of the Products or downloading of any Materials or merely browsing the Website, you agree to and are bound by this Agreement. You further agree that these Terms of Use will govern your relationship with Gwynnie Bee, whether you access our Products, Materials or Services through the Website, through a mobile device or application or through a third party site, such as Facebook or other website. Gwynnie Bee reserves the right to change this Agreement and other guidelines or rules posted on the Website from time to time at its sole discretion. Your continued use of the Website, or of any Materials or Services accessible through it after an update has been posted constitutes your acceptance of the changes. Your use of the Website will be subject to the most current version of this Agreement, rules and guidelines posted on the Website at the time of such use. You should periodically check this Agreement to view the then current terms. If you breach any of the terms of this Agreement, your authorization to use this Website automatically terminates.

    BEFORE YOU CHECK THE BOX AND CLICK ON THE "SUBMIT" BUTTON, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CLICKING ON THE "SUBMIT" BUTTON OR ORDERING THE PRODUCTS, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT CLICK THE "SUBMIT" BUTTON AND YOU WILL NOT BE PERMITTED TO USE OUR SERVICES OR ORDER OUR PRODUCTS. WE RESERVE THE RIGHT TO CHANGE THE TERMS OF THIS AGREEMENT IN THE FUTURE AND ANY CHANGES WILL APPLY YOUR USE OF THE WEBSITE AFTER THE DATE OF SUCH CHANGE.

  2. WEBSITE ACCESS RESTRICTED TO GWYNNIE BEE SUBSCRIBERS

    Use of the Website and the purchasing of any Products available on or through the Website is expressly limited to active subscribers in good standing of the services provided by Gwynnie Bee at www.Gwynniebee.com (the “Subscription Services”). Your access to the Website and your ability to browse and purchase Products on or through the Website is contingent on your continued active and good standing status of the Subscription Services and terminates immediately upon the termination of your Subscription Services.

    If prior to shipment of Product(s) to you (a) your Subscription Services are terminated or if (b) you cease being a member in good standing of the Subscription Services, then we will cancel all transactions for GB Outlet which the Product(s) have not yet shipped and will provide you with a full refund for the cancelled transaction(s). All orders of GB Marketplace section items will be processed as usual.

  3. CUSTOMER ACCOUNTS, PERSONAL INFORMATION, AND PRIVACY

    To make use of the Website and purchase Product(s) you will be required to create a user account separate from your Subscription Services account. Once your user account is created you will have access to your account information, including shipping address, order history and payment details. You understand and agree that Gwynnie Bee may disclose information about you if we have a good faith belief that we are required to do so by law or legal process, to respond to claims, or to protect the rights, property, or safety of Gwynnie Bee or others. Please refer to our Privacy Policy for more information about the manner in which we protect and use your information.

  4. PRODUCTS

    (a) GB Marketplace: All garments from the GB Marketplace section are brand new and unworn.

    (b) GB Outlet: Unless a garment is part of the GB Marketplace section, all of the Products available on the Website are used garments that have been removed from Gwynnie Bee Closet circulation. Unless provided otherwise with respect to a particular item on the Website, the Products are substantially in good condition – meaning, the garments are inspected thoroughly and substantially free from stains and offensive odor.

    Products are all subject to availability and prices shown on the Website may change without notice to you at any time. You understand that there may be delays in updating the available Products inventory and we reserve the right to cancel a purchase without liability to you, other than to refund you for the purchased product.

    Unless provided otherwise on the Website, we endeavor to process orders within 72 hours. The delivery date for GB Outlet garments, however, is dependent on your next delivery under your Subscription Services.

  5. SHIPPING & DELIVERY OF PRODUCTS

    When you purchase a Product, you will not be charged for shipping. Instead, any GB Outlet garments purchased on the SHOP Website will be delivered to you with your next rental garment shipment under your Subscription Services. Items from the GB Marketplace section will be delivered separately, as they are shipped directly from Gwynnie Bee partners. The time frame for delivery once shipped varies by shipping partner and package destination.

  6. RETURN POLICY

    Gwynnie Bee SHOP offers free domestic returns on all purchases from the GB Marketplace section marked “New” in the description. Hosiery and underwear are final sale and cannot be returned. You can return your GB Marketplace section purchase for up to 30 days from the shipping date on your original packing slip. There are no returns for GB Outlet garments, unless found defective upon receipt.

    (a) GB Marketplace section merchandise must be in original and resalable condition. Items must be unworn, unwashed and with all labels and swing tags attached. Items with odors, deodorant, make up stains or any other markings will not be accepted for return and will be returned to you at your expense. Merchandise that does not meet the above stated conditions for return will not be refunded. Gwynnie Bee reserves the right to refuse a return.

    (b) GB Outlet merchandise IS FINAL SALE AND NOT ELIGIBLE FOR RETURNS UNLESS DEFECTIVE. ACCORDINGLY, PLEASE SELECT YOUR GARMENT, SIZE, COLOR AND STYLE WITH CARE. ONCE YOU PURCHASE A PRODUCT AND WE SHIP THE PRODUCT TO YOU, THE TRANSACTION IS COMPLETE AND WE WILL NOT SUBSEQUENTLY ACCEPT A RETURN OR REFUND YOU FOR ANY REASON.

    In order for an eligible GB Marketplace return to be properly processed for a refund, you must use the included return shipping label for all returns. We cannot guarantee your return will be processed quickly if you do not use our pre-printed return label included with your order. Our label ensures that your package will arrive in the correct area of our returns facility. Shipping an item with a Gwynnie Bee subscription return or using a method of shipment other than the included return label may delay delivery to our returns department or result in lost items.

    It may take up to 14 days to process your GB Marketplace section return once it has been received in the return facility. We appreciate your patience as processing returns is a high priority to us and we process them as quickly as possible. At times of heavy return volume we may need additional time to process your return.

    The United States Postal Service can take up to 30 days to return your package to the return facility. In most cases, it happens within two weeks. Gwynnie Bee is not responsible for lost or missing GB Marketplace return packages if there is no evidence that they were posted to the labeled carrier. Your local Post Office may be able to provide you with a tracking number for your return as our labels do not automatically track.

  7. INTELLECTUAL PROPERTY; LIMITED LICENSE TO USERS

    The Materials and Services on this Website, as well as their selection and arrangement, are protected by copyright, trademark, patent, and/or other intellectual property laws, and any unauthorized use of the Materials or Services at this Website may violate such laws and these Terms of Use. Except as expressly provided herein we do not grant any express or implied rights to use the Materials or Services. You agree not to copy, republish, frame, download, transmit, modify, lease, sell, assign, distribute, license, sublicense, reverse engineer, or create derivative works based on the Website, its Materials, or its Services or their selection and arrangement, except as expressly authorized herein. In addition, you agree not to use any data mining, robots, or similar data gathering and extraction methods in connection with the Website.

    In addition to the Materials and Services offered by Gwynnie Bee, this Website may also make available materials, information, products and services provided by third parties (collectively, the "Third Party Services"). The Third Party Services may be governed by separate license agreements that accompany such services. We offer no guarantees and assume no responsibility or liability of any type with respect to the Third Party Services. You agree that you will not hold us responsible or liable with respect to the Third Party Services or seek to do so.

  8. TRADEMARK INFORMATION

    The trademarks, logos, and service marks, including "Gwynnie Bee," (the "Marks") displayed on this Website are the property of Gwynnie Bee or other third parties. You are not permitted to use the Marks without the prior written consent of Gwynnie Bee or such third party that may own the Marks.

  9. USER CONDUCT

    In using the Website, including all Services and Materials available through it, you agree: not to disrupt or interfere with any other users’ use or enjoyment of the Website or affiliated or linked sites; not to upload, post, or otherwise transmit through the Website any viruses or other harmful, disruptive, or destructive files or functions; not to disrupt or interfere with the security or privacy of, or otherwise cause harm to, the Website, or any Services, Materials, system resources, servers, or networks connected to or accessible through the Website or any linked sites.

    In addition to the Materials and Services offered by Gwynnie Bee, this Website may also make available materials, information, products and services provided by third parties (collectively, the "Third Party Services"). The Third Party Services may be governed by separate license agreements that accompany such services. We offer no guarantees and assume no responsibility or liability of any type with respect to the Third Party Services. You agree that you will not hold us responsible or liable with respect to the Third Party Services or seek to do so.

  10. DIGITAL MILLENNIUM COPYRIGHT ACT

    If you are a copyright owner or an agent thereof and believe that any User Content or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing us with the following information in writing (see 17 U.S.C 512(c)(3) for further detail): A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material; Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an electronic mail; A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. You may send the notification to us at contact@gwynniebee.com. Please include “Digital Millennium Copyright Act Notice” in the subject line.

  11. DISCLAIMERS OF WARRANTIES; LIMITATION OF LIABILITY

    The Materials and Services (including the Products provided under the Service or Purchased through the Website) are provided "as is"; Gwynnie Bee makes no representations or warranties of any kind with respect to the Services, Products provided with the Services, the Website, or any contents therein. Gwynnie Bee assumes no liability or responsibility for any errors or omissions in providing the Materials and Services, any failures, delays, or interruptions in the shipment of Products, delivery of any content contained on the Website, any losses or damages arising from the use of the content provided on the Website, goods or services provided by Gwynnie Bee, or any conduct by users of the Website. Gwynnie Bee reserves the right to refuse to ship Products in its sole discretion.

    GWYNNIE BEE EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES RELATING TO THE SERVICE, THE PRODUCTS, AND THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. IN ADDITION, GWYNNIE BEE DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ON OR ACCESSIBLE VIA THE WEBSITE OR THROUGH THE SERVICE IS COMPLETE OR CURRENT.

    GWYNNIE BEE AND ITS AFFILIATES, SUPPLIERS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES AND AGENTS WILL NOT BE HELD LIABLE FOR ANY INDIRECT OR SPECULATIVE DAMAGES (INCLUDING, WITHOUT LIMITING THE FOREGOING, CONSEQUENTIAL, INCIDENTAL, AND SPECIAL DAMAGES) INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, BUSINESS INTERRUPTIONS, AND LOSS OF PROFITS, REGARDLESS OF WHETHER THESE PARTIES HAD ADVANCE NOTICE OF THE POSSIBILITY OF ANY SUCH DAMAGES. GWYNNIE BEE AND ITS AFFILIATES’, SUPPLIERS’, AND THEIR RESPECTIVE OFFICERS’, DIRECTORS’, SHAREHOLDERS’, EMPLOYEES’ AND AGENTS’ TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICE, THE PRODUCTS, THE WEBSITE OR THESE TERMS OF USE, WHETHER IN CONTRACT OR IN TORT, SHALL NOT EXCEED THE AMOUNTS PAID TO GWYNNIE BEE BY YOU UNDER THESE TERMS OF USE (INCLUDING YOUR SUBSCRIPTION FEES). EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THIS AGREEMENT. Some states do not allow the foregoing limitations of liability, so they may not apply to you.

  12. TAXES

    All applicable local, city, and state taxes are your responsibility. You agree to pay these taxes. Collection varies by state, depending on the location of the customer and distribution center. If we do not collect sales tax on your order, you are responsible for any applicable use tax.

  13. INDEMNITY AND LIABILITY

    You agree to indemnify and hold Gwynnie Bee, and its subsidiaries, affiliates, officers, directors, agents, partners and employees, harmless from any claim or demand, including reasonable attorneys fees, made by any third party due to or arising out of your use of the Site, your connection to the Site, your violation of these Terms of Service or your violation of any rights of another person or entity.

  14. GOVERNING LAW, JURISDICTION, VENUE AND ARBITRATION

    This Agreement is governed in all respects by the laws of the State of Delaware. BY ACCEPTING THIS AGREEMENT AND USING THE SERVICE, YOU ACCEPT AND CONSENT TO THE PERSONAL JURISDICTION AND VENUE OF THE FEDERAL AND STATE COURTS IN NEW YORK, NEW YORK, FOR ANY COURT ACTION OR PROCEEDING DEEMED NECESSARY BY GWYNNIIE BEE TO COLLECT AMOUNTS DUE HEREUNDER, TO RECOVER ITS PROPERTY, AND/OR TO PROTECT GWYNNIE BEE FROM THEFT OR FRAUD.

    Any other controversy or claim arising out of or relating to this Agreement, the Services, the Products, or the Website shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in New York County, New York, and judgment on the arbitration award may be entered into any court having jurisdiction thereof. The award of the arbitrator shall be final and binding upon the parties without appeal or review except as permitted by Delaware law. Notwithstanding the foregoing, either party may seek any interim or preliminary injunctive relief from any court of competent jurisdiction, as necessary to protect the party’s rights or property pending the completion of arbitration.

  15. GENERAL

    The Terms of Use and the other agreements, rules, guidelines, licenses and disclaimers posted on the Website constitute the entire agreement between Gwynnie Bee and you with respect to your use of the Website and any of the Services or Products made available through the Website. If for any reason a court of competent jurisdiction finds any provision of this Agree, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Agreement shall continue in full force and effect. Any failure by Gwynnie Bee to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision.