Terms of Service

Last Updated: April 9, 2025

Quick Guide to Contents

Introduction, Definitions, and Updates
Your Use of the Sites
Content and Ideas
Monitoring and Security
Availability and Reliability of the Sites and Materials
Vendor Products
Third-party Sites and Materials
Accounts and E-commerce
Intellectual Property
Intellectual Property Infringement Claims
Privacy
Promotions
Terms Applicable to Certain Services
Disclaimer of Warranties
Limitation of Liability
Indemnity
Dispute Resolution (Including Arbitration)
Termination
General
Contact Us; California Consumer Complaints

IMPORTANT: PLEASE REVIEW THESE TERMS OF SERVICE CAREFULLY. SECTION 17 OF THESE TERMS OF SERVICE REQUIRES MANDATORY ARBITRATION OFCERTAIN DISPUTES BETWEEN US AND YOU ON AN INDIVIDUAL BASIS. THIS MEANS THAT YOU AND SHOPSIMON ARE EACH GIVING UP THE FOLLOWING RIGHTS: TO SUE EACH OTHER IN COURT, TO HAVE DISPUTES HEARD OR RESOLVED BY A JUDGE OR JURY, AND TO JOIN A CLASS ACTION AGAINST THE OTHER. FURTHERMORE, SECTIONS 14 AND 15 CONTAIN WARRANTY DISCLAIMERS AND LIMITATIONS ON SHOPSIMON’S LIABILITY THAT YOU SHOULD REVIEW.

1. Introduction, Definitions, and Updates

ShopSimon, LLC (“ShopSimon”) welcomes you to our Sites. All capitalized terms used in this Terms of Service (“TOS”) have the meanings given them in the Definitions portion of this Section 1 or as otherwise defined elsewhere in this TOS. This TOS is a binding agreement between us and you that governs your access to and use of all our Sites and related services that we provide. By using the Sites, you affirm that you are at least 18 years old and of legal age to enter into this TOS You may not access or use the Sites if you are not at least 18 years old. If you violate or do not agree to this TOS, then your access to and use of the Sites is unauthorized. Additional terms and conditions apply to some services offered on the Sites or through other channels. Those terms and conditions can be found where the relevant service is offered on or through the Sites or otherwise and are incorporated into this TOS by reference. For clarity,Luxury Shoes is the provider of, and is solely responsible for, the Sites and is using theLuxury Shoes® name and related marks as an independent third-party licensee of certain Affiliates (not includingLuxury Shoes) of the publicly-traded company, Simon Property Group, Inc. (NYSE: SPG) including, without limitation, SPG IP Holdings, LLC (collectively, “Simon”). All inquiries, feedback, or Claims (as defined in Section 16) related to the Sites must be submitted toLuxury Shoes (only) and not to Simon.

DEFINITIONS:

As used in this TOS, the following terms have the meanings given below:

“Affiliates” means (i) any Person that directly or indirectly, through one or more intermediaries, Owns or Controls, is Owned or is Controlled by, or is under common Ownership or Control with, such Person, (ii) any officer, director, partner, member, employee, or other Person with direct or indirect beneficial Ownership of such Person, (iii) any other Person for which a Person described in clause (ii) acts in such capacity, or (iv) Simon.
“Applicable Law” means, for purposes of interpretation and enforcement of this TOS (except as otherwise provided in Section 17), the Governing Law and, for all other purposes, any laws, rules, regulations, or orders of any United States federal, state, or municipal governmental authority with subject matter or personal jurisdiction over the activity or person (or both) in question.
“Arbitration” means an alternative dispute resolution method (to filing suit in court) whereas the Parties agree to have Disputes (as defined in Section 18) heard by a neutral third party who listens to both sides of any such Dispute and makes a final decision that resolves the Dispute and binds the Parties (“Arbitrator”). “Content” means all information, content, Ideas, ratings, messages, reviews, communications, merchandise information, Product (as defined in Section 6) descriptions, or other materials (including page headers, images, text, illustrations, formats, logos, hashtags, designs, icons, photographs, software programs, music clips or downloads, video clips, and written and other materials) that you Make Available to us or other users or other persons on or through the Sites, including via chat bots, message boards, surveys, applications or other submissions made in connection with Promotions (as defined in Section 12), personal profiles, forums, bulletin boards, social media posts, and other interactive features.
“Control(s)” or “Controlled” means the power to direct the management or affairs of a Person.
“Governing Law” means the applicable laws, rules, regulations, and orders of a governmental authority of the State of Delaware without regard to the State of Delaware’s choice-of-law principles.
“Idea(s)” means any idea(s), concept(s), feedback, or know-how that you Make Available in connection with the Sites.
“Make(s) Available” means to post, transit, publish, upload, distribute, transmit, display, provide, or otherwise submit or make available (including through any part of the Sites administrated by third-party social media platforms [e.g., Facebook, Instagram, Threads, or X] that allow interaction with the Sites through the tools offered by such social media platforms).
“Materials” means all information, content, ideas, concepts, feedback, know-how, messages, communications, Product information, services or other materials (including page headers, images, text, illustrations, formats, logos, hashtags, designs, icons, photographs, software programs, music clips or downloads, video clips, and written and other materials) thatLuxury Shoes Entities or Vendors Make Available on or through the Sites, including any listing of Products (as defined in Section 6 below).
“Own(s)”, “Owned”, or “Ownership” means the beneficial ownership of at least 5% of the voting equity of the Person.
“Party” means eitherLuxury Shoes or you and “Parties” means bothLuxury Shoes and you.
“ShopSimon”, “we,” “us” and “our” meansLuxury Shoes, LLC, a Delaware limited liability company, and its directors, officers, employees, and agents.
“Person” means any individual, corporation, limited or general partnership, limited liability company, joint venture, association, organization or other entity.
“Rewards Program” means the loyalty program thatLuxury Shoes Makes Available on the Sites (currently at https://shopshoe.cn/pages/rewards and on theLuxury Shoes Apps) under the heading “Rewards” or under the trademark “Simon+®” (or a successor or related trademark) that is comprised of various features such as offering point awards and exclusive offers to Persons who register an Account (as defined in Section 8 below) on, and make Product purchases through or referred from, the Sites.
“ShopSimon Apps” means the official “ShopSimon” application that can be downloaded for iOS and Android devices from the iTunes App Store or the Google Play Store and any other mobile application thatLuxury Shoes may offer or develop on which this TOS are published.
“ShopSimon Entities” meansLuxury Shoes andLuxury Shoes’s Affiliates (and their successors and assigns) and each of their directors, officers, employees, and agents.
“Sites” means theLuxury Shoes.com website, theLuxury Shoes Apps, and all related websites, subdomains, applications, and social media accounts provided or administered byLuxury Shoes and the functionality, services, and Materials offered by, for, or throughLuxury Shoes on or through such websites, applications, or social media accounts or the systems, servers, and networks used to make such websites, applications, and social media accounts available.
“Terms of Service” or “TOS” means this Terms of Service and all other terms and policies posted byLuxury Shoes on the Sites including our Privacy Policy (and any updates byLuxury Shoes to this Terms of Service and those terms and policies).
“Vendors” means third-party advertisers, suppliers, vendors, contractors, licensors, merchants, and retailers that provide any Materials or that sell any Products on or through the Sites, any of which may be an Affiliate ofLuxury Shoes, and their directors, officers, employees, and agents.
“You” and “your” means any user of or visitor to any of the Sites and any person who otherwise has notice of this TOS.

UPDATES:

We may update this TOS at any time at our discretion and you agree to be bound by any such updates effective upon publication. We will notify you of such updates by posting the most up-to-date version of this TOS onLuxury Shoes.com. You agree that posting updates to this TOS onLuxury Shoes.com is reasonable notice of such updates. We may also send you an email or pop-up notice of such updates to this TOS if you have registered for one of our services. Updates to this TOS will apply to any Dispute (as defined in Section 18) between you and us arising on or after the date on which we published such updates to this TOS atLuxury Shoes.com. By accessing or using any of the Sites, you agree to be bound by the current version of the TOS posted toLuxury Shoes.com at the time you access or use the Sites and that it is your responsibility to regularly checkLuxury Shoes.com for the most up-to-date TOS. If you do not agree with this TOS or any updates to the TOS, then you must cease accessing or using the Sites. The “Last Updated” legend above indicates when this TOS were last published with updates.

2. Your Use of the Sites

AUTHORIZED USE:

Under this TOS, we authorize you to view the Materials and other user Content provided on the Sites solely for your lawful, non-commercial, and personal or household use as expressly permitted by and subject to the restrictions contained in this TOS.

PROHIBITED USE

You agree, represent, and warrant that you will not do any of the following while accessing or using the Sites:

Make available any Content through or in connection with the Sites that is or may be in violation of the content guidelines set forth in Section 3(c) (Prohibited Content) below.
Make available through or in connection with the Sites any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment.
Use the Sites for any commercial purpose, including bulk purchases or purchases by third-party sellers, except as expressly allowed byLuxury Shoes in writing, or for any purpose that is fraudulent or otherwise tortious or unlawful.
Harvest or collect information about users of the Sites.
Interfere with or disrupt or overwhelm or degrade the operation of the Sites or the systems, servers, or networks used to make the Sites available, including by hacking or defacing any portion of the Sites; or violate any requirement, procedure or policy of such servers or networks.
Restrict or inhibit any other person from using the Sites.
Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute, or otherwise exploit any portion of (or any use of) the Sites except as expressly authorized in this TOS, withoutLuxury Shoes’s express prior written consent.
Reverse engineer, decompile, or disassemble any portion of the Sites, except where such restriction is expressly prohibited by Applicable Law.
Remove any copyright, trademark, or other proprietary rights notice from the Sites.
Frame or mirror any portion of the Sites, or otherwise incorporate any portion of the Sites into any product or service, unless you obtainLuxury Shoes’s express prior written consent to do so.
Systematically download and store any Materials.
Use any robot, spider, large language model, artificial intelligence, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather any Materials, or reproduce or circumvent the navigational structure or presentation of the Sites, withoutLuxury Shoes’s express prior written consent.
Cause injury to any person or entity.
Violate any Applicable Law or this TOS.
Use the Sites or the name, logo, or brand of anyLuxury Shoes Entity or Vendor to (i) send any unsolicited or unauthorized Content, including advertising, promotional materials, email, junk mail, spam, or other form of solicitation; or (ii) use any meta tags or other hidden text or metadata utilizing a trademark, logo, URL, or product name of anyLuxury Shoes Entity or Vendor withoutLuxury Shoes’s or the applicable Vendor’s written consent.
Access, download, transfer, ship, or export (collectively, “transfer”) any Materials provided on the Sites to, through, or while located in any territory or to or through any person (including a resident of any such territory), entity, or organization to which such Materials could not be transferred directly from the United States or by a U.S. person without a license from a U.S. governmental agency, including to any person on the U.S. Treasury Department’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List.
Attempt to do anything, or permit, encourage, assist, or allow any third party to do anything, prohibited in this Section 2, or attempt, permit, encourage, assist, or allow any other violation of this TOS.

3. Content and Ideas

a. Submission of Content and Ideas

ShopSimon provides functionality that enables users to Make Available Content and Ideas in connection with the Sites. Any text in Content should be written in English. You acknowledge and agree that you are responsible for all Content and Ideas you Make Available in connection with any of the Sites. You represent and warrant that (i) you have the authority to grant the rights in such Content and Ideas as set forth in this TOS, including in Section 3(b) below; (ii) such Content and Ideas, and the use of such Content and Ideas, will not violate any term of this TOS, Applicable Law, or any third party’s copyrights, trademark, or other intellectual property rights; and (iii) such Content and Ideas are accurate and complete. This means you will be responsible for the legality, the accuracy, the appropriateness, the originality, and your rights in any such Content and Ideas.

b. Rights You are Granting to Us

You grant to theLuxury Shoes Entities a royalty-free, perpetual, irrevocable, worldwide, unlimited, nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display (publicly or otherwise) any Content that you Make Available, in any media or medium, and in any form, format, or forum now known or hereafter developed. You further agree thatLuxury Shoes is free to use all or any portion of any Ideas for any purpose.Luxury Shoes may sublicense its rights in Content and Ideas through multiple tiers of sublicenses, including to any Affiliate of theLuxury Shoes Entities or any Vendor.Luxury Shoes is, and will be, under no obligation, unless agreed upon expressly in writing byLuxury Shoes (i) to maintain any Content or Idea in confidence or to Make Available or continue to Make Available any Content or Idea publicly; (ii) to pay any compensation for any Content or Idea; or (ii) to respond to any Content or Idea. You grant toLuxury Shoes the right to use any name and the likeness of any author associated with any Content or Idea that you Make Available toLuxury Shoes, althoughLuxury Shoes has no obligation to exercise such right, or to otherwise provide any attribution for any Content or Idea.

c. Prohibited Content

You agree that you will not Make Available Content in connection with the Sites that:

is false, fraudulent, inaccurate, or misleading;
contains your full name(s), or any other confidential personally identifiable information of yourself or others;
violates any Applicable Law or any applicable international law or is otherwise tortious;
would infringe on the rights of others (includingLuxury Shoes Entities or Vendors), including any patent, copyright, trademark, trade secret, right of publicity or privacy, or any other proprietary right, without the express prior written consent of the applicable owner;
is obscene, indecent, pornographic, or otherwise objectionable inLuxury Shoes’s sole discretion;
is derogatory, defamatory, threatening, harassing, abusive, slanderous, hateful, offensive, or embarrassing to any person or entity (includingLuxury Shoes Entities and Vendors) as determined byLuxury Shoes in its sole discretion;
victimizes, harasses, degrades, intimidates, or discriminates against an individual or group of individuals on the basis of religion, sex, gender, sexual orientation, race, color, ethnicity, genetic information, age or disability;
is violent or threatening, or promotes violence against, or actions that are threatening to, any individual or group;
contains advertisements, solicitations, or spam links to other web sites or individuals, without prior written permission fromLuxury Shoes;
contains or relates to chain letters or pyramid schemes;
impersonates another business, person, or entity, includingLuxury Shoes, its related entities, employees, and agents;
violates any policy posted on the Sites; or
is intended to cause harm, damage, disable, or otherwise interfere with the Sites or our partners.

4. Monitoring and Security

ShopSimon will have the right (but not the obligation), in our sole discretion, to monitor, evaluate, and analyze Content, and any use of and access to the Sites, including to determine compliance with this TOS and any other operating rules that may be established byLuxury Shoes from time to time.Luxury Shoes will also have the right (but not the obligation), in our sole discretion, to edit, move, delete, or refuse to Make Available any Content made available through, the Sites, for any or no reason, including for violation of this TOS, a Claim (as defined in Section 16) of IP infringement, or for violation of Applicable Law. Despite this right of ours, you are solely responsible for any Content you Make Available, and you agree to indemnify, as set forth in Section 16, theLuxury Shoes Entities for all Claims resulting from any Content you Make Available.

From time to time, we may (but are not obligated to, except where required by Applicable Law) use techniques designed to identify fraudulent activities. You agree to cooperate with any efforts as we may, in our sole discretion, deem necessary to identify attempted fraud. You further agree that if, for any reason, you or others acting on your behalf are suspected of fraud or other violations of this TOS, we may, in our sole discretion take any or all of the following actions: declare you to be in breach of this TOS, suspend, block, or terminate your use of the Sites, Materials, and any Account(s) associated with you, stop pending or future purchases of all or particular Products by you, bar you from returning all or particular Products, or seek prosecution to the fullest extent of Applicable Law.

5. Availability and Reliability of the Sites and Materials

Except as otherwise provided by Applicable Law, at any time without notice to you, we may (i) change, restrict access to, suspend, or discontinue the Sites or any portion of the Sites or any Material we have made available through the Sites, and (2) charge, modify, or waive any fees to use any services, functionality, or other Materials available through the Sites or any portion of the Sites.

TheLuxury Shoes Entities and Vendors may Make Available various Materials. The Materials are for educational and informational purposes only, and errors may appear from time to time. Before you act in reliance on any Materials, you should confirm any facts that are important to your decision. TheLuxury Shoes Entities and their Vendors make no warranty as to the reliability, accuracy, timeliness, usefulness, or completeness of any Materials. If you find an error or have a question or feedback regarding any of our Materials on the Sites, contact us now. We appreciate your feedback!

THE SHOPSIMON ENTITIES ASSUME NO RESPONSIBILITY FOR ANY CONSEQUENCE RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION YOU TAKE BASED ON THE MATERIALS.

6. Vendor Products

The Sites allow Vendors to Make Available listings, descriptions, and images of goods and services for sale by Vendors (each a “Product” and collectively, “Products”). Product listings or information and order taking may be made available by us or by a Vendor. Our Vendors have sole responsibility for these matters. We make no representation as to the completeness, accuracy, reliability, validity, or timeliness of such Product listings, descriptions, or images (including any features, specifications, and prices contained on the Sites). Such information and the availability of any Product are subject to change at any time without notice by us or the relevant Vendor. By making a purchase on the Sites, you acknowledge that orders are sold by, fulfilled by, and can only be returned to our Vendors and notLuxury Shoes.

We and our Vendors have made efforts to accurately display the attributes of Products, including the applicable colors. However, as the actual colors you see will depend on your monitor, we and our Vendors cannot guarantee that your monitor's display of any color will accurately reflect actual product color or finish. In addition, certain weights, measures, and similar descriptions are approximate and are for convenience only.

ShopSimon has no liability to you for Products on the Sites that you find to be offensive, indecent, or objectionable. If any Products are labeled with age restrictions or are intended for individuals of certain ages or “mature audiences” only, by ordering any such age restricted Product, you certify that you satisfy such age restrictions.

ShopSimon is not responsible for, and cannot provide any guarantee or warranty regarding the performance or manufacturing or design quality of, Products provided by Vendors, including any ofLuxury Shoes’s Affiliates, or other goods and services of other third parties to whose sites we link. While our goal is to provide accurate information, Product packaging and material may contain more or different (or both) information than that provided on the Sites, including the product description, country of origin, nutrition, ingredient, allergen, and other information. Always read labels, warnings, directions, and other information provided with the Products before using or consuming any Products. For additional information about a Product, please contact the manufacturer or Vendor of such Product. If you find a Product is not as described, your sole remedy is to return it (if eligible) in accordance with the applicable Vendor’s or manufacturer’s return policy. It is your responsibility to ascertain and obey all Applicable Law and any applicable international laws (including minimum age requirements) regarding the purchase, possession, and use of any Products.

7. Third-party Sites and Materials

References on the Sites to (i) any names, marks, Products, Materials, goods, services, or other content of Vendors or any other third party (“Third-party Materials”), or (ii) the sites, applications, social media accounts, other publications containing Third-party Materials, or App Platforms of any Vendor or third party with which the Sites operate, link to, or otherwise interact (“Third-party Sites”), are not an endorsement, sponsorship, or recommendation of such Third-party Materials or Third-party Sites. When you visit any Third-party Site, whether referenced on, linked to, or with which you interact on or related to one of our Sites, you are no longer accessing the Sites and the third-party that is providing such Third-party Site is responsible for the Third-party Materials on such Third-party Site.Luxury Shoes is not responsible for the Third-party Materials on any Third-party Site or any link contained in any such Third-party Site nor isLuxury Shoes responsible for the acts or omissions of any operator or owner of any such Third-party Site. Your use of any such Third-party Site is at your own risk and will be governed by such Vendor’s or other third party's terms and conditions (including its privacy policy) with which you should familiarize yourself prior to using such Third-party Site. Notwithstanding the immediately preceding sentence, the disclaimer of warranties, limitations of liability, indemnifications, and dispute resolution provisions contained in Sections 14, 15, 16, and 17 shall apply regarding any Claim against any of theLuxury Shoes Entities or Vendors in any way relating to our Sites including Claims relating to any references made on the Sites to any Third-party Materials or Third-party Sites.

8. Accounts and E-commerce

a. Account Creation and Termination

In order to use certain features of the Sites, including, without limitation, the Rewards Program, you may be required to register for an account (“Account”) by providing certain information about yourself as prompted by our registration form. You represent and warrant that: (a) all information you provide is truthful and accurate; and (b) you will maintain the accuracy of such information in your Account at all times. Your registration information must not misrepresent your identity or your affiliation with any person or organization. You may request changes to your registration information or terminate your Account at any time, for any reason, by logging into your Account and making changes to your profile or requesting account termination by e-mail at onlinesupport@shopsimon.com. Without limiting anything set out elsewhere in this Agreement, we may, at our discretion, suspend or terminate your Account at any time for any reason without affecting our rights under this TOS.

b. Account Responsibilities

You are solely responsible for maintaining the confidentiality of your Account login information including your username and password and for all activities that occur under your Account, including the use of your Account by members of your household or anyone else. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use of your Account, or any other breach of security of your Account (“Account Compromise”), by submitting a new investigation request by e-mail at onlinesupport@shopsimon.com. We are not liable for any loss or damage arising from your failure to restrict access to your Account or if you lose or share access to your device or Account that results in or is the result of an Account Compromise. You agree that, unless you have first notified us immediately of any Account Compromise as set for in this paragraph above, we should assume that any instruction transmitted using your Account credentials is yours and has been authorized by you, and we will be entitled to rely on such instruction and will have no obligation to inquire into the source or authenticity of such instruction.

c. Order Acceptance and Billing

You represent and warrant that you have the right to use any credit card or other means of payment that you associate with an Account or otherwise provide to us if we have enabled the purchase of any Products through our Sites. By providing payment information to us, you authorize us to store and use that information as a payment method for purchases made through your Account or otherwise through our Sites. If your primary payment method does not work, you authorize us to attempt to process payment through any other method that you have associated with your Account. Any agreement between you and the issuer of your credit card, debit card, or other form of payment you provide to us will continue to govern your use of such payment method on the Sites. You agree thatLuxury Shoes is not a party to any such agreement, nor isLuxury Shoes responsible for the content, accuracy, or unavailability of any method used for payment.Luxury Shoes may participate in account update services offered by some banks that will automatically update your card number or expiration date in our system when it changes. If you do not want to have your cards automatically updated, you can opt out of these services by contacting your issuing bank. All billing information you provide to us must be truthful and accurate. Providing any untruthful or inaccurate information is a breach of this TOS and may result in cancellation of your order. Prior to accepting an order we may also request additional information from you. Verification of information may be required prior to the acknowledgment or completion of any purchase. We reserve the right to refuse or cancel an order for any reason including limitations on quantities available for purchase, inaccuracies, or errors in product or pricing information, or problems identified by our credit and fraud avoidance department. If your order is canceled after your payment method has been charged, we will issue a credit to the same payment method in the amount of the charge. We will attempt to contact you if all or any portion of your order is canceled or if additional information is required to accept your order.Luxury Shoes may request a pre-authorization for some orders placed online with a credit or debit card. This pre-authorization will not be billed to you; however, your card issuer may hold this amount for a short period. Your card issuer determines the length of time the pre-authorization is held. We do this to ensure that the card details are still valid and that you have sufficient funds to complete the transaction.

By confirming your purchase at the end of the checkout process, you agree to accept and pay for the Products, as well as all shipping and handling charges (if applicable) and applicable taxes.

If we have enabled the purchase of any Products through our Sites,Luxury Shoes reserves the right, including without prior notice, to limit the quantity of items purchased per person, per household, or per order for any reason. We will attempt to notify you should such limits be applied.Luxury Shoes also reserves the right, at our sole discretion, to prohibit sales to dealers, resellers, or bulk purchasers for the purpose of reselling. For purposes of this TOS, “reselling” will be defined as purchasing or intending to purchase any Product(s) fromLuxury Shoes for the purpose of engaging in a commercial sale of the same Product(s) to a third party.

In addition to any other remedies available toLuxury Shoes,Luxury Shoes may in its sole discretion restrict, suspend, block, or terminate your use of the Sites and any Account(s) associated with you, stop pending or future purchases by you of all or particular Products, bar you from returning all or particular Products, or seek prosecution to the fullest extent of Applicable Law for violations of this TOS or a Vendor’s returns policy, or misuse of the Sites under this TOS or any Vendor-provided Third-Party Site referred to from the Sites under the terms of use of such Third-Party Site.

d. Pricing Information; Availability; Delivery

If we have enabled the purchase of any Products through our Sites,Luxury Shoes cannot confirm the price or availability of any Products until after your order is placed. Pricing or availability errors may occur on the Sites or through Vendors. The receipt of an order confirmation does not constitute our acceptance of an order, does not form a purchase contract, or our confirmation of an offer to sell a Product.Luxury Shoes reserves the right to decline or cancel any orders containing pricing or availability errors, with no further obligations to you, even after your receipt of an order confirmation or shipping notice fromLuxury Shoes.Luxury Shoes may, inLuxury Shoes’s discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Pricing for Products may be different on some parts of the Sites from prices available on other parts of the Sites or on Third-party Sites. Shipping or pick-up instructions, tracking, or tax, shipping, or handling charges (if applicable) for any order through the Sites as provided by any Vendor are also subject to error and modification similar to Product pricing and availability as described above and any such error or modification may be due to your failure to supply accurate information or valid payment, which may result in cancellation of your order. Generally, any Vendor will not be responsible for any Product in an order once such Product has been placed with a shipping carrier (if applicable) or once you or a person with apparent authority from you picks-up such Product as instructed by the Vendor (which instruction may be provided through the Sites).Luxury Shoes is not responsible for the shipping or delivery of any Product at any time whether ordered through the Sites or any Third-party Site.

e. Refunds and Returns

You may request a return via the Sites for Products purchased on the Sites (if any allowed), subject to theLuxury Shoes return policy.Luxury Shoes will refund the purchase amount of any Product purchase accepted for return by the relevant Vendor once such return is processed by the Vendor. You must contact the Vendor directly to return any Product purchased on that Vendor’s Third-party Site subject to the Vendor’s individual return and cancellation policies published on that Vendor’s Third-party Site.

f. Promotional Codes

If we have enabled the purchase of any Products through our Sites and enabled any promotional codes, such promotional codes will be limited in nature and may expire or be discontinued with or without notice. Promotional codes are void where prohibited by Applicable Law. Promotional codes may not be copied, sold, or otherwise transferred. They are not redeemable for cash and are subject to cancellation or change at any time for any reason without notice. We reserve the right in our discretion to impose conditions on the offering of any promotional code.

9. Intellectual Property

All copyrights, trademarks, trade dress, and other intellectual property (collectively, “IP”) rights in the Materials (except Third-party Materials) are owned or controlled by Simon, one of theLuxury Shoes Entities, or, in the case of Third-party Materials, the Vendor (as applicable) who supplied such Materials (each a “Licensor”) and provided for your use, subject to this TOS, byLuxury Shoes under license from such Licensor(s) and are protected by Applicable Law and international law regarding IP rights. All Materials are sublicensed (not sold) to you subject to this TOS. Subject to your compliance with this TOS, and solely for so long as you are permitted byLuxury Shoes to use the Sites, you may access, view, download, and print the Materials for your personal, non-commercial use only so long as you (i) retain all copyright, trademark, or other proprietary designations contained on all Materials; (ii) do not modify or alter the Materials in any way; and (iii) do not provide or Make Available the Materials to any third party in a commercial manner. In addition, subject to your compliance with this TOS, and solely for so long as you are permitted byLuxury Shoes to use theLuxury Shoes Apps, we permit you, on a limited, non-exclusive, revocable, non-transferable, non-sublicensable basis, to install and use theLuxury Shoes Apps on a mobile device that you own or control, solely for your personal, non-commercial use. If you fail to comply with any of the terms or conditions of this TOS, you must immediately cease using theLuxury Shoes Apps and remove (that is, uninstall and delete) theLuxury Shoes Apps from your mobile device.

No license, right, title, or interest in the Sites or any Materials is transferred to you as a result of your use of the Sites or your accessing, viewing, downloading, or printing of the Materials. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell, or participate in any sale of or exploit in any way, in whole or in part, any of the Materials or the Sites. The Sites and Materials may be used only as a personal informational or shopping resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the Sites and the Materials is strictly prohibited. The compilation (meaning the collection, arrangement, and assembly) of, and any code, software, or other technology (“Technology”) created or licensed byLuxury Shoes and incorporated into, the Sites, is the exclusive property ofLuxury Shoes orLuxury Shoes’s licensors in the case of licensed Technology.Luxury Shoes’s rights in the compilation of the Sites andLuxury Shoes’s own and licensed Technology are also protected by Applicable Law and international laws protecting copyrights. You agree to abide by this TOS and the terms and conditions of any license (which may be open-source or proprietary) provided toLuxury Shoes byLuxury Shoes’s licensor for your use of any licensed Technology.

The SHOPSIMON® and SIMON+™ name and logos, and all other graphics, logos, page headers, button icons, scripts, and service names that Shop Simon Makes Available on or through any of the Sites (except those that are Third-party Materials)are trademarks or trade dress being used under license provided by Simon, the owner of such marks in the U.S. and other countries. All other trademarks that are Third-party Materials, whichLuxury Shoes Makes Available on the Sites, are the property of their respective third-party owners including the relevant Vendor or an Affiliate of such Vendor (as applicable).

10. Intellectual Property Infringement Claims

We respect the IP of others. If you believe in good faith that any Content on the Sites infringes your copyright (e.g., pursuant to the DMCA [defined below]), trademark, or other IP right, you (or your agent) may send a written claim to the “Designated Agent” provided below. Your notice of a claim of IP infringement to us must include the following information:

an electronic or physical signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed;
identification of the copyrighted work or other Content incorporating your IP that you claim has been infringed;
a description of where the Content that you claim is infringing is located with sufficient detail (including applicable URL if possible) that we may find it;
your address, telephone number, and e-mail address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or IP owner, its agent or Applicable Law;
information, if possible, sufficient to permit us to notify the owner/administrator of the allegedly infringing Content; and
a declaration by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or other IP owner or authorized to act on the copyright or other IP owner's behalf.

If the information you submit in your IP infringement claim is inaccurate or incomplete, we may be unable to process or respond to your request. If you have questions about IP or whether your rights have been infringed, consider seeking legal advice.

If you believe in good faith that someone has wrongfully filed a notice of copyright infringement against you, the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(2) (the “DMCA”) permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see www.loc.gov/copyright. Notices and counter-notices should be sent to our Designated Agent.

Send IP infringement claims to our Designated Agent at:

By mail:
Copyright Agent
281 Summer Street, 4th Floor
Boston, MA 02210
Attn: Legal Department

with a copy by e-mail to legaldept@shopsimon.com

11. Privacy

You acknowledge that any personal information that you provide through the Sites will be used byLuxury Shoes in accordance withLuxury Shoes’s Privacy Policy and that you have reviewed, understand, and agree to such Privacy Policy, which is updated byLuxury Shoes from time to time. For instance, if we enable the purchasing of Products through the Sites or provide Materials of any Vendor through the Sites,Luxury Shoes may share certain information with the applicable Vendor to permit such Vendor to provide you such Materials or to prepare and deliver or ship your Product order, process returns, provide you with promotions and advertising, and provide customer service.

You authorize your wireless operator (AT&T, Verizon, T-Mobile, US Cellular, Sprint, or any other branded wireless operator) to disclose toLuxury Shoes andLuxury Shoes’s third-party service providers your mobile number, name, address, email, network status, customer type, customer role, billing type, mobile device identifiers (MAC, IMSI, and IMEI) and other subscriber status and device details, if available, solely to verify your identity and prevent fraud for the duration of the business relationship.

By using any of theLuxury Shoes Apps or Account-based services on the Sites and supplying us with your mobile phone number at such portions of the Sites, you expressly agree (unless you otherwise opt-out) that we may communicate with you by text message (including by SMS or MMS), push notifications, or other electronic means directed to your mobile device and that certain non-marketing information about your usage of theLuxury Shoes Apps and Account-based services may be communicated to us. Where you provide your mobile telephone number to us and consent to receiving text messages from us on the Sites, you agree to our Privacy Policy, and authorize us to make or initiate marketing, sales, or other SMS or MMS messages to that phone number using an automated system, including, without limitation, an automatic telephone dialing system. Your provision of the consents in this paragraph is not a condition of purchasing any products, goods, or services. Message and data rates may apply to any communication sent to you pursuant to this paragraph, and message frequency may vary. Our communications to you may include, among other things, special events, news, promotions, and offers. In the event you change or deactivate your mobile device telephone number, you agree to promptly update your Account information with your replacement mobile device telephone number to ensure that messages are not sent to the person that acquires your old number.

See our Privacy Policy, which is an integral part of this TOS, for howLuxury Shoes handles your data.

12. Promotions

Any sweepstakes, contests, raffles, surveys, games, discounts, promotional codes or offers, giveaways, or similar promotions where not prohibited by Applicable Law thatLuxury Shoes Makes Available on or through the Sites (collectively, “Promotions”) may be governed by rules that are separate from or supplement this TOS. If you participate in any Promotions, please review the applicable rules as well as our Privacy Policy. If the rules for a Promotion conflict with this TOS, the Promotion’s rules will govern.

13. Terms Applicable to Certain Services

a. App Platforms

You acknowledge and agree that theLuxury Shoes Apps may be dependent on third-party mobile devices, operating systems, and application sales platforms (such as iOS and Android mobile operating systems, Apple and Google mobile devices, and their respective iTunes App Store and Google Play Store) (each, an “App Platform”). We do not warrant or represent that any of theLuxury Shoes Apps will be compatible with or perform in a stable manner on any App Platform or on any of the various mobile devices and operating system or app store versions associated with any App Platform. We are also not responsible for any charges you may incur from your mobile carrier in using any of ourLuxury Shoes Apps including messaging and data usage charges. The App Platforms have their own terms and conditions to which you must agree before downloading or using any applications on your device, including theLuxury Shoes App(s) published on such App Platform. You agree to comply with, and your use of the applicableLuxury Shoes App(s) is conditioned upon your compliance with, all applicable agreements, terms and conditions of use or service, and other policies of the applicable App Platform, including the following terms of the Apple App Platform:

In addition to your agreement with this TOS, the following provisions apply with respect to your use of any version of theLuxury Shoes App(s) compatible with the iOS operating system of Apple Inc. (“Apple”):

Apple is not a party to this TOS and does not own and is not responsible for anyLuxury Shoes App. Apple is not providing any warranty for theLuxury Shoes App except, if applicable, to refund the purchase price for it. Apple is not responsible for maintenance or other support services for theLuxury Shoes App and will not be responsible for any other claims, losses, liabilities, damages, costs, or expenses with respect to theLuxury Shoes App, including any third-party product liability claims, claims that theLuxury Shoes App fails to conform to any applicable legal or regulatory requirement, claims arising under consumer protection or similar legislation, and claims with respect to IP infringement. Any inquiries or complaints relating to the use of theLuxury Shoes App, including those pertaining to IP rights, must be directed toLuxury Shoes in accordance with Sections 10 or 20.
The license you have been granted in this TOS is limited to a non-transferable license to use theLuxury Shoes App on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you, or as otherwise permitted by the Usage Rules set forth in Apple’s App Store TOS. In addition, you must comply with the terms of any third-party agreement applicable to you when using theLuxury Shoes App, such as your wireless data service agreement.
You represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
Apple and Apple’s subsidiaries are third-party beneficiaries of this TOS and, upon your acceptance of the terms and conditions of this TOS, will have the right (and will be deemed to have accepted the right) to enforce this TOS against you as a third-party beneficiary thereof; notwithstanding the foregoing,Luxury Shoes’s right to enter into, rescind or terminate any variation, waiver, or settlement under this TOS is not subject to the consent of any third party.

b. Account-based Services

Accounts registered to the following services associated with the Sites may have additional terms and conditions referenced in their registration forms:

· The Rewards Program

14. Disclaimer of Warranties

THE SITES, AND ALL CONTENT, MATERIALS, PRODUCTS, SERVICES, FUNCTIONALITY, AND OTHER ITEMS THAT SHOPSIMON MAKES AVAILABLE TO YOU THROUGH THE SITES, ARE PROVIDED BY SHOPSIMON ON AN “AS IS” AND “AS AVAILABLE” BASIS. NO SHOPSIMON ENTITY MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITES OR THE CONTENT, MATERIALS, PRODUCTS, SERVICES, FUNCTIONALITY, OR OTHER ITEMS INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, THE SHOPSIMON ENTITIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, THE SHOPSIMON ENTITIES DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, FOR ANY PRODUCTS OFFERED. YOU ACKNOWLEDGE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, YOUR USE OF THE SITES IS AT YOUR SOLE RISK. THIS SECTION 14 DOES NOT LIMIT THE TERMS OF ANY PRODUCT WARRANTY OFFERED BY THE MANUFACTURER OF ANY PRODUCT THAT IS SOLD BY SHOPSIMON (IF ANY) OR ANY VENDOR TO YOU. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS TOS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ASSUME FULL RESPONSIBILITY FOR YOUR USE OF THE SITES AND AGREE THAT ANY INFORMATION YOU SEND OR RECEIVE DURING YOUR USE OF THE SITES MAY NOT BE SECURE AND MAY BE INTERCEPTED OR OTHERWISE ACCESSED BY UNAUTHORIZED THIRD PARTIES. YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO SHOPSIMON ENTITY IS RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOUR PROPERTY OR DATA THAT RESULTS FROM ANY MATERIALS YOU ACCESS OR DOWNLOAD FROM THE SITES. SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE LIMITATIONS IN THIS PARAGRAPH MAY NOT APPLY TO YOU.

15. Limitation of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, THE SHOPSIMON ENTITIES AND VENDORS ON THE SITES WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES (OR OTHER CLAIMS) OF ANY NATURE EVEN IF AN AUTHORIZED REPRESENTATIVE OF THE RELEVANT SHOPSIMON ENTITY(IES) OR VENDOR(S) HAS(HAVE) BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, THE DISCLAIMER IN THE IMMEDIATELY PRECEDING SENTENCE APPLIES TO, BUT IS NOT LIMITED TO, ANY CLAIMS ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION FAILURE, NETWORK OR SYSTEM OUTAGE, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OF USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS TO YOU. SUBJECT TO THE PRECEDING TWO SENTENCES, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NO SHOPSIMON ENTITY OR VENDOR SELLING ON OR LINKED FROM THE SITES WILL BE LIABLE FOR ANY CLAIMS IN EXCESS OF THE PURCHASE PRICE PLUS APPLICABLE TAXES AND FEES (E.G., SHIPPING) PAID BY YOU FOR ANY DISPUTE RELATED TO A PURCHASE OF ANY PRODUCT ON OR FROM THE SITES OR A THIRD-PARTY SITE REFERENCED ON, LINKED FROM, OR OTHERWISE ACCESSED FROM OR THROUGH THE SITES.

YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NONE OF THE SHOPSIMON ENTITIES WILL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY CONDUCT OF OR CONTENT THAT YOU, ANY OTHER USER OR SHOPPER ON ANY OF THE SITES, OR ANY VENDOR, MAKES AVAILABLE THAT IS DEFAMATORY, OFFENSIVE, ILLEGAL, OR OTHERWISE IN VIOLATION OF THIS TOS.

16. Indemnity

You agree to indemnify, defend, and hold harmless theLuxury Shoes Entities and our Vendors (collectively, “Indemnified Parties”) from and against any and all damages, harm, loss, liability, claims, actions, demands, costs and expenses, including reasonable attorneys' fees and costs of settlement (each a “Claim”), arising out of or related to (i) your misuse of or reliance on the Sites or Materials (or both or of any element or component of either or both), (ii) your use or misuse of Third-party Materials or Third-party Sites (or both or of any element or component of either or both), (ii) Content you or any other user Makes Available including, without limitation, any Claim of violation of any third party’s IP rights related to any such Content, or (iii) your violation of this TOS or any Applicable Law. The Indemnified Parties, individually or jointly, reserve the right, at your expense, to assume the exclusive defense and control of any Claim for which you are required to indemnify such Indemnified Parties pursuant to this paragraph and you agree to cooperate with such Indemnified Parties in the defense of such Claim. You further agree not to settle any Claim without the prior written consent of the affected Indemnified Party(ies). We will use reasonable efforts to notify you if we are made aware of any Claim for which you owe an Indemnified Party an indemnity under this Section 16.

17. Dispute Resolution (Including Arbitration)

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

a. Arbitration Agreement.

EXCEPT FOR DISPUTES THAT QUALIFY FOR AND ARE FILED IN SMALL CLAIMS COURT IN A COURT OF COMPETENT JURISDICTION, YOU AGREE THAT ALL DISPUTES OR CLAIMS ARISING OUT OF OR RELATED TO (I) YOUR PURCHASE OF ANY PRODUCTS OR SERVICES OFFERED OR SOLD BY SHOPSIMON, ANY VENDOR, OR THE SHOPSIMON ENTITIES, OR (II) YOUR REGISTRATION FOR OR PARTICIPATION IN ANY ACCOUNT-BASED SERVICES ON THE SITES SUCH AS THE REWARDS PROGRAM, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION, OR ANY OTHER LEGAL THEORY (EACH A “DISPUTE”), WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A SINGLE NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. EXCEPT AS OTHERWISE PROVIDED IN THIS TOS, YOU AND SHOPSIMON AGREE THAT EACH IS WAIVING THE RIGHT TO SUE IN COURT AND TO HAVE A TRIAL BY A JURY. This Section 17 may be referred to as the “Arbitration Agreement” in this TOS.

b. Class Action Waiver.

Except for Mass Arbitrations in accordance with Section 17(f), and unless otherwise agreed by the Parties, YOU AND SHOPSIMON AGREE THAT ANY ARBITRATION REQUIRED BY THE ARBITRATION AGREEMENT, OR ANY PROCEEDING OR LAWSUIT THAT IS NOT OTHERWISE ARBITRABLE, WILL TAKE PLACE ON AN INDIVIDUAL BASIS. You andLuxury Shoes each agree to waive the right to have any Dispute brought, heard, administered, resolved, or arbitrated as a class Arbitration, class action, collective action, or representative action to the maximum extent permitted by Governing Law. This paragraph may be referred to as the “Class Action Waiver” in this TOS. Nothing in this TOS precludes you from bringing issues to the attention of federal, state, or local government agencies and, if Applicable Law allows, such agencies may seek relief againstLuxury Shoes for you.

c. Initiating a Demand for Arbitration.

Any Arbitration required by the Arbitration Agreement shall be initiated by you orLuxury Shoes by sending the other a written demand for Arbitration (“Demand”) only via Certified mail, FedEx, or UPS within the statute of limitations period provided by Governing Law. IfLuxury Shoes has a Dispute with you,Luxury Shoes will send this Demand to the most recent contact informationLuxury Shoes has for you. If you have a Dispute withLuxury Shoes, your Demand must be delivered to ShopSimon, LLC, Attention: General Counsel, 281 Summer Street, 4th Floor, Boston, MA 02210, and you must send a facsimile copy of such Demand by e-mail at legaldept@shopsimon.com. To be valid, any Demand must include (i) the name, telephone number, mailing address, and email address of the person or entity seeking Arbitration; (ii) a statement of the legal Claim(s) asserted as part of the Dispute and the factual basis for such Claim(s); (iii) a description of the remedy sought and an accurate, good-faith calculation of the amount in controversy; (iv) the original personal or valid digital signature of the Party seeking Arbitration; and (v) the original personal or valid digital signature of any legal counsel or other representative purporting to represent the Party seeking Arbitration. For purposes of this paragraph, “original personal signature” does not include any digital, scanned, electronic, copied, or facsimile signature. An original personal or digital signature on the Demand certifies the following: (i) the Demand is not being presented for any improper purpose, such as to harass, cause unnecessary delay, or needlessly increase the cost of litigation; (ii) the Claim(s) and other legal contentions are warranted by existing Applicable Law or by a non-frivolous argument for extending, modifying, or reversing existing Applicable Law or for establishing new Applicable Law; and (iii) the factual contentions have evidentiary support or, if specifically so identified, will likely have evidentiary support after a reasonable opportunity for further investigation or discovery. The original personal signature by the Party seeking Arbitration shall verify under penalty of perjury that the factual statements contained in the Demand are true and correct.

For a period of sixty (60) days from receipt of a valid Demand (“Negotiation Period”) (which Negotiation Period can be extended by written agreement of the Parties, including by e-mail), you andLuxury Shoes agree to negotiate in good faith in an effort to resolve the Dispute. The Party receiving the Demand may request a telephone or video conference to aid in the resolution of the Dispute (“Dispute Resolution Conference”). If a Dispute Resolution Conference is requested, you (and your counsel, if represented) and one or moreLuxury Shoes representatives (who may be accompanied by counsel as well) will personally attend the Dispute Resolution Conference. The Dispute Resolution Conference will be scheduled for a mutually convenient time for both Parties, which may be outside of the Negotiation Period. Completion of the mandatory Dispute resolution process set forth in this paragraph (“Process”) is a condition precedent to initiating any Arbitration related to any Dispute. If the sufficiency of a Demand or compliance with this Process is at issue, such issue may be raised with and decided by a court of competent jurisdiction at either Party’s election, and any Arbitration then underway shall be stayed. The court shall have the authority to enforce this condition precedent to Arbitration, which includes the power to enjoin the filing or prosecution of Arbitrations and the assessment or collection of Arbitration fees. Nothing in this Arbitration Agreement limits the right of a Party to seek damages for non-compliance with this Process in Arbitration.

Compliance with this paragraph tolls any statute of limitations under Applicable Law as to any Dispute that is stated in a valid Demand.

d. Filing a Demand for Arbitration.

Upon completion of the Process and no sooner than the day after the end of the Negotiation Period, a Party seeking Arbitration of any Dispute subject to the Arbitration Agreement shall submit a copy of the Demand to JAMS. The Arbitration of any Dispute will be administered by JAMS pursuant to the current JAMS Streamlined Arbitration Rules and Procedures (the “JAMS Streamlined Arbitration Rules”) in effect on the date the Arbitration is filed, and will be governed by the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness (the “JAMS Minimum Consumer Standards”), except to the extent modified by this TOS. The JAMS Streamlined Arbitration Rules and instructions are available on the JAMS website at https://www.jamsadr.com. The Parties hereby agree that the Arbitrator may only be selected from JAMS Neutrals with a home office in the Boston, Massachusetts metropolitan area and who have significant experience adjudicating matters of Governing Law.

e. Conduct of Arbitration.

In any Arbitration of a Dispute that is subject to the Arbitration Agreement:

1. You orLuxury Shoes may file such dispositive motions as would be permitted by the Federal Rules of Civil Procedure without obtaining permission from the Arbitrator. Upon the filing of any dispositive motion, the Arbitrator may stay all further action and deadlines in the Arbitration until deciding such motion.

2. The Parties shall have the right to conduct such discovery from the opposing Party or any third party that is proportional to the needs of the Dispute, considering the importance of the issues at stake, the amount in controversy, the importance of the discovery in resolving the issues, and whether the burden or expense of the proposed discovery outweighs its likely benefit. Proportionality shall be decided by the Arbitrator when requested by either Party.

3. The Arbitrator shall conduct any calls, conferences, or hearings by teleconference or videoconference, unless the Arbitrator determines or the Parties agree that an in-person hearing is appropriate and necessary. Any in-person hearing will be held at a location that is reasonably convenient to both Parties. You and an employee ofLuxury Shoes shall attend all Arbitrator calls, conferences, and hearings.

4. A Party may make a written offer of judgment at least seven (7) days before the date set for the Arbitration hearing.

5. Except as otherwise provided in this TOS, the Arbitrator shall be authorized to award all remedies available in an individual lawsuit under Applicable Law, including, without limitation, compensatory, statutory and punitive damages (which shall be governed by the constitutional standards applicable in judicial proceedings), declaratory, injunctive and other equitable relief, and attorneys’ fees and costs. Judgment on the Arbitrator’s award may be entered in any court of competent jurisdiction. This paragraph shall not preclude the Parties from seeking provisional remedies in aid of Arbitration from a court of competent jurisdiction. Nothing in this TOS shall limit any Party’s ability to seek public injunctive relief in Arbitration or in court, as applicable.

6. If the Arbitrator finds that a Party’s claim, counterclaim, or appeal was frivolous, asserted in bad faith, or pursued for purposes of harassment, the Arbitrator shall award the opposing Party such opposing Party’s attorneys’ fees, costs, and expenses and all amounts charged by JAMS for the Arbitration.

7. The Arbitrator will follow this TOS and Governing Law. The Arbitrator shall not have the authority to commit errors of Applicable Law or legal reasoning. The Arbitrator may award relief only in favor of the individual Party seeking relief and only to the extent necessary to provide relief warranted by that individual Party’s Claim(s) made in the Dispute. The Arbitrator may not award relief for or against anyone who is not a Party, though the individual relief awarded by the Arbitrator may incidentally affect non-Parties.

8. You orLuxury Shoes may appeal an Arbitration award that manifestly disregards Applicable Law by filing a notice of appeal with JAMS within 30 days after an award is rendered and delivered to the Parties by the Arbitrator (“Appeal”). Any Appeal shall be filed and conducted pursuant to the JAMS Optional Arbitration Appeal Procedure found at: https://www.jamsadr.com/appeal/ (“Appeal Procedure”). Any Appeal shall be heard by a single Arbitrator unless the Parties agree to a multi-Arbitrator appellate panel. The Arbitrator(s) assigned to the appeal shall be selected by agreement of the Parties from among those suggested by the Case Manager (as defined in and pursuant to the Appeal Procedure). If the Parties are unable to agree, the Case Manager shall appoint the Arbitrator(s) from among reasonably qualified JAMS Neutrals. An Arbitrator who previously presided over any aspect of a Dispute shall be ineligible from serving as an appellate Arbitrator in that same Dispute.

f. Mass Arbitration.

You andLuxury Shoes agree that, if twenty-five (25) filed against the same party or related parties by individual claimants represented by either the same law firm or law firms acting in coordination. (a “Mass Arbitration”), such Demands will be arbitrated in a coordinated fashion such that the Arbitrator shall: (1) administer the Arbitration Demands together; (2) appoint one Arbitrator for the coordinated Demands; and (3) issue one set of case management, hearing and administrative fees due per side, one procedural calendar, and one hearing (if any) in a place to be determined by the Arbitrator. The JAMS Mass Arbitration Procedures and Guideline shall apply to any Mass Arbitration undertaken pursuant to this paragraph to the extent they are not inconsistent with this paragraph. To the extent the Parties disagree on the application of the provisions of this paragraph, either disagreeing Party shall advise the Arbitrator, and the Arbitrator shall stay the Arbitration pending a determination of the applicability of this paragraph and process by a court of competent jurisdiction. In any proceeding undertaken pursuant to the immediately preceding sentence, the Prevailing Party (as defined in the next sentence) may recover Prevailing Party’s reasonable attorneys’ fees and costs in connection with such proceeding. “Prevailing Party” means the Party who receives substantially the relief desired regarding the application of the provisions of this paragraph. Notwithstanding any other provision in the TOS, you andLuxury Shoes agree that a court of competent jurisdiction shall have authority to enforce the terms of this paragraph with injunctive or other relief.

g. Severability.

If (i) any Dispute is filed as a class Arbitration, class action, collective action, representative action, or Mass Arbitration and (ii) if the Class Action Waiver is held invalid or unenforceable as to such Dispute, then the Arbitration Agreement does not apply to that Dispute and such Dispute must be brought in a court of competent jurisdiction. If any provision of Section 17 other than the Class Action Waiver is held invalid or unenforceable as to a particular Dispute, then such provision shall be severed from the TOS, and the remainder of the TOS shall be enforceable to the maximum extent permitted by Governing Law.

h. Applicable Law.

Notwithstanding anything to the contrary in this TOS, the Federal Arbitration Act (“FAA”) governs the interpretation and enforcement of Section 17 of this TOS (only) by any Arbitrator or court of competent jurisdiction deciding any matter pursuant to this Section 17. If the FAA is found not to apply to any portion of Section 17 of this TOS by any Arbitrator or court of competent jurisdiction, then the Governing Law shall govern the interpretation and enforcement of such portion of this Section 17.

18. Termination

This TOS are effective unless and until terminated by either you orLuxury Shoes. You may terminate this TOS at any time by discontinuing any further use of the Sites. We also may terminate this TOS at any time and may do so immediately without notice, and deny you access to the Sites, if in our sole discretion you fail to comply with any term or provision of this TOS. Upon any termination of this TOS by either you orLuxury Shoes, you must promptly destroy all Materials and other Content downloaded or otherwise obtained from the Sites, as well as all copies of such Content, whether made under this TOS or otherwise. The following sections will survive any termination of this TOS: Section 2 (“Your Use of the Sites”), Section 3 (“Content and Ideas”), Section 4 (“Monitoring and Security"), Section 5 (“Availability and Reliability of the Sites and Materials"), Section 6 (“Vendor Products"), Section 7 (“Third-party Sites and Materials"), Section 8 (“Accounts and E-commerce"),” Section 9 (“Intellectual Property”) excluding any rights granted to you in Section 9, Section 11 (“Privacy”), Section 14 (“Disclaimer of Warranties”), Section 15 (“Limitation of Liability”), Section 16 ("Indemnity"), Section 17 (“Dispute Resolution (Arbitration)”), and Section 19 (“General”).

19. General

This TOS represent the complete agreement and understanding between you andLuxury Shoes and supersede all prior agreements and representations between the Parties with respect to the subject matter of this TOS. This TOS do not, and shall not be construed to, create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you andLuxury Shoes. Headings used in this TOS are for reference purposes only and in no way define or limit the scope of the relevant section. Except as provided in Section 17 above, if any provision of this TOS is held to be unenforceable for any reason, such provision will be reformed only to the extent necessary to make it enforceable and the other terms of this TOS will remain in full force and effect. Except as provided in Section 17 above, this TOS shall be interpreted and governed by the Governing Law. The Parties agree that all Disputes or other Claims in any way relating to this TOS that may be filed in a court pursuant to Section 17 must be filed in, and the phrase “court of competent jurisdiction” used anywhere in this TOS means, a small claims court located in Boston, Massachusetts for all qualifying small claims matters or, for other matters, any United States District Court or Chancery Court in the State of Delaware. The failure ofLuxury Shoes to act with respect to a breach of this TOS by you or others does not constitute a waiver and will not limitLuxury Shoes's rights with respect to such breach or any subsequent breaches. You may not assign, transfer, or sublicense any or all of your rights or obligations under this TOS without our express prior written consent. We may assign, transfer, or sublicense any or all of our rights or obligations under this TOS without restriction. Any use of the term “including” or variations thereof in this TOS shall be construed as if followed by the phrase “,without limitation, .” Notices to you (including notices of changes to this TOS) may be made via posting to the Sites or by e-mail, push, or pop-up notification (including in each case via links), or by regular mail. Without limitation, a printed version of this TOS and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this TOS to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

20. Contact Us; California Consumer Complaints

If you have any questions or comments, please contact us by one of the methods listed on our Contact Us page. Please note that e-mail communications will not necessarily be secure; accordingly, you should not include credit card information or other sensitive information in your e-mail correspondence with us. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.