Terms & Conditions

Last Updated: February 25, 2009

Welcome to Clothes Off Our Back®'s online auction site (the "Site"). Any person who wishes to access the Site to buy or bid for goods or to use the other services provided on the Site (collectively, the "Services") must accept the terms and conditions of this User Agreement, without change. PLEASE REVIEW THE FOLLOWING USER AGREEMENT CAREFULLY BEFORE USING THE SITE. BY REGISTERING FOR AND USING THE SITE, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS USER AGREEMENT AND ALL POLICIES AND GUIDELINES INCORPORATED BY REFERENCE.

Clothes Off Our Back Inc. (hereinafter "Clothes Off Our Back" or "clothesoffourback.org" or "COOB") reserves the right to change any of the terms and conditions contained in this User Agreement or any policies or guidelines governing the Site or Services, at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Site. You are responsible for reviewing the notice and any applicable changes. Changes to referenced policies and guidelines may be posted without notice. The most current version of this User Agreement can be reviewed at any time at http://www.clothesoffourback.org/terms.php. YOUR CONTINUED USE OF THIS SITE FOLLOWING COOB'S POSTING OF ANY CHANGES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS. IF YOU DO NOT AGREE TO ANY CHANGES TO THIS USER AGREEMENT, DO NOT CONTINUE TO USE THE SERVICES OR THIS SITE.

Eligibility. Use of the Site and the Services is limited to parties that lawfully can enter into and form contracts under applicable law. Without limiting the generality of the foregoing, minors (persons under the age of 18) may not use the Services. Every person who uses the Services hereby represents to COOB that he or she is not a minor, is at least over the age of eighteen (18) and may otherwise enter into and form binding contracts under applicable law. If you are under the age of 18, you can use this service only in conjunction with, and under the supervision of your parents or guardians. If you do not qualify, please do not use our Site. To register, you must provide your real name, address, phone number, e-mail address and valid credit card information, along with other information that may be required from time to time. Further, your COOB account and User ID may not be transferred or sold to another party.
COOB's Role and Responsibilities.

COOB itself is the seller of the products offered. COOB manages certain aspects of the transaction and the product listing, including product descriptions, identification of quantities, establishment of starting and maximum bid prices, establishment of reserve requirements (if any) and shipping. Participants are responsible for payment of all shipment costs.
In order to provide the best possible and cost-effective shipping option, COOB will apply a 5% additional fee on all postage fees to cover supplies and credit card fees on shipping transactions. If the winner has a FedEx or UPS account that information can be provided to COOB once the bidder has been notified of their winning status. Otherwise items will be shipped via the United States Postal Service or FedEx as determined by COOB
Reserve Prices. All items offered on this Site are offered subject to a reserve, which is the confidential minimum price established by COOB below which such item will generally not be sold. COOB is not obligated to sell an item unless the reserve price is met. An item may be withdrawn from sale if no bid or offer equal to or above the confidential reserve for that item is received during the sale period. COOB shall have the right to complete any transaction in accordance with these provisions so long as the sale price exceeds the reserve.

COOB Payments. COOB currently accepts credit card/debit card payments from American Express, Discover, MasterCard and Visa. You warrant that any payment method selected by you when placing a bid shall enable you to make full and immediate payment for the item(s) chosen, if your bid becomes the winning bid. In the event that the chosen payment method does not enable you to make full and immediate payment for any reason, including without limitation insufficient funds or credit decline, COOB may in it sole and absolute discretion cancel your bid. In such case, COOB may in it sole and absolute discretion (but shall not be required to) designate the next highest bidder (meeting the applicable minimum bid or reserve requirements) as the winning bidder. At COOB's sole discretion, but without any obligation, alternate payment methods may be arranged with the winning participant(s) in the case where a payment method has been declined.
Your Transactions and Obligations.

Each transaction will indicate whether a reserve price has been established. COOB reserves the right to edit or make changes to an item's description or terms. If you are the highest bidder (meeting the applicable minimum bid or reserve requirements), your bid is a legal offer to buy the product and you are obligated to complete the transaction. Bids are not retractable.
By entering into this User Agreement and bidding on a product, you agree to complete the transaction as described by this User Agreement. You acknowledge that by not fulfilling these obligations, you might be subject to legal action.
Once auction transaction is complete, winner cannot resell or re-auction item for personal use/benefit or for profit.

Password Security. You will receive a password and account designation upon completing the Site's registration process. Your password may be used only to access the Site, use the Services, electronically sign your transactions and review your completed transactions. You are responsible for maintaining the confidentiality of the password and account and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify COOB of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. You may not disclose your password to any third party (other than third parties authorized by you to use your account) and are solely responsible for any use of or action taken under your password on this Site. If your password is compromised you must change your password. COOB cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
Illegal Activity

Compliance with Laws; Fraud. The Site and Services only may be used for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services. You may not register under a false name or use an invalid or unauthorized credit card. You may not make bids under a false name, impersonate any participant, or use another participant's password(s). Such fraudulent conduct may be a violation of federal and state laws. Fraudulent conduct may be reported to law enforcement.
Shill Bidding. You are strictly prohibited from placing bids or causing bids to be placed on any product for the purpose of artificially increasing or otherwise manipulating the bidding process on clothesoffourback.org or the bid price of any item listed on the Site, or influencing user behavior on clothesoffourback.org

Breach. Without limiting other remedies, COOB may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your account and refuse to provide our Services to you: (a) if you breach this User Agreement or the documents it incorporates by reference; (b) if we are unable to verify or authenticate any information you provide to COOB; or (c) if we believe that your actions may cause legal liability for you, other COOB participants or COOB.
Privacy, Monitoring and Disclosure.

We do not sell or rent your personal information to third parties for their marketing purposes without your explicit consent. We use your information only as described in the COOB Privacy Policy (http://www.clothesoffourback.org/privacy.php). We view protection of participants' privacy as a very important community principle. We store and process your information on computers located in the United States that are protected by physical as well as technological security devices. You can access and modify the information you provide us and choose not to receive certain communications. We use third parties to verify and certify our privacy principles. For a complete description of how we use and protect your personal information, see the COOB Privacy Policy (http://www.clothesoffourback.org/privacy.php). If you object to your Information being transferred or used in this way please do not use our Services.
Occasionally there will be times when a COOB sponsor/partner would like to share their company/product information. When the occasion occurs, you have the right to opt-out of any future promotional offers/e-mails.
COOB is committed to protecting your privacy. Click here (http://www.clothesoffourback.org/privacy.php) for our general Privacy Policy, which is incorporated by reference into, and made part of, this User Agreement. COOB may change the Privacy Policy in the future. You should check the Privacy Policy frequently for changes. Except as authorized herein and unless otherwise authorized or consented, you agree not to use any information regarding other participants, which is accessible from the Site or disclosed to you by COOB except to enter into and complete transactions. You agree not to use any such information for purposes of solicitation, advertising, sending unsolicited e-mail or spamming, harassment, invasion of privacy, otherwise objectionable conduct or conduct otherwise inconsistent with our privacy policy.
Investigation. As permitted by applicable law and consistent with our privacy policy, COOB has the right, but not the obligation, to monitor any activity and content associated with this Site. COOB may investigate any reported violation of its policies or complaints and take any action that it deems appropriate. Such action may include, but is not limited to, issuing warnings, suspension or termination of service, denying access and/or removal of any materials on the Site, including listings and bids. COOB reserves the right and has absolute discretion, to remove, screen or edit any content that violates these provisions or is otherwise objectionable.
Disclosure of Information. As permitted by applicable law, COOB also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties. In order to cooperate with information requests, to protect COOB's systems and participants, to allow users to resolve disputes, or to ensure the integrity and operation of COOB's business and systems or other purposes deemed reasonable by COOB, COOB may access and disclose any information it considers necessary or appropriate, including, without limitation, user contact details, IP address and traffic information, usage history and posted content.

No Warranties. THE SITE, THE SERVICES AND ANY ITEMS AUCTIONED IN CONNECTION THEREWITH ARE PROVIDED ON AN "AS IS" BASIS. ANY PARTICIPANT'S USE OF AND RELIANCE THEREON ARE AT PARTICIPANT'S OWN AND SOLE RISK. COOB MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION:

THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT;

THAT THE SITE OR THE SERVICES OR THE ITEMS AUCTIONED IN CONNECTION THEREWITH WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR;
THE INFORMATION, CONTENT, MATERIALS OR ITEMS INCLUDED ON THE SITE WILL BE AS REPRESENTED OR AVAILABLE FOR SALE AT THE TIME OF OFFER OR LAWFUL TO SELL;
ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND
ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF COOB.
TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, COOB DISCLAIMS ANY AND ALL SUCH WARRANTIES. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, WHICH YOU OBTAIN FROM COOB OR THROUGH THE USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS USER AGREEMENT.

General Release. IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE COOB (AND ITS AFFILIATES, AGENTS AND EMPLOYEES) FROM CLAIMS, DEMANDS AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE �1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." YOU, BEING AWARE OF SAID CODE SECTION, HEREBY EXPRESSLY WAIVE ANY RIGHTS YOU MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT. YOU ACKNOWLEDGE AND AGREE THAT THIS WAIVER IS AN ESSENTIAL AND MATERIAL TERM OF THIS USER AGREEMENT, AND THAT WITHOUT SUCH WAIVER, THIS USER AGREEMENT WOULD NOT HAVE BEEN ENTERED INTO BY COOB.
Limitation of Liability. COOB AND ITS OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE AND CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF COOB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR IN CONNECTION WITH THIS USER AGREEMENT, THE SITE, THE SERVICES, THE INABILITY TO USE THE SERVICES OR THOSE RESULTING FROM ANY ITEMS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SERVICES WHETHER SUCH DAMAGES ARISE UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.
Indemnity. YOU AGREE TO DEFEND, INDEMNIFY AND HOLD COOB AND OUR SUBSIDIARIES, PARENTS, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, LIABILITIES, COSTS AND EXPENSES (INCLUDING BUT NOT LIMITED TO ATTORNEYS' FEES) ARISING FROM OR IN CONNECTION WITH (A) YOUR BREACH OF THIS USER AGREEMENT, INCLUDING THE DOCUMENTS INCORPORATED BY REFERENCE; (B) YOUR VIOLATION OF ANY STATE, FEDERAL FOREIGN OR INTERNATIONAL LAWS, CODES OR REGULATIONS; AND/OR (C) YOUR VIOLATION OF ANY THIRD PARTY'S RIGHTS, INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT OF ANY COPYRIGHT, VIOLATION OF ANY PROPRIETARY RIGHT AND INVASION OF ANY PRIVACY RIGHTS. THIS OBLIGATION WILL SURVIVE THE TERMINATION OF THIS USER AGREEMENT.
Applicable Law. The laws of the State of California govern this User Agreement and all of its terms and conditions, without giving effect to any principles of conflicts of laws.
Arbitration. YOU AGREE THAT ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THIS USER AGREEMENT OR OUR SERVICES 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 LOS ANGELES, CALIFORNIA AND JUDGMENT ON THE ARBITRATION AWARD MAY BE ENTERED INTO ANY COURT HAVING JURISDICTION THEREOF. EITHER YOU OR COOB MAY SEEK ANY INTERIM OR PRELIMINARY RELIEF FROM A COURT OF COMPETENT JURISDICTION IN LOS ANGELES, CALIFORNIA, IF NECESSARY TO PROTECT THE RIGHTS OR PROPERTY OF YOU OR COOB PENDING THE COMPLETION OF ARBITRATION AND YOU HEREBY IRREVOCABLY AND UNCONDITIONALLY CONSENT AND SUBMIT TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT FROM THE SITE, THE SERVICE OR THIS USER AGREEMENT.
Termination. COOB, in its sole discretion, may terminate or modify this User Agreement, access to the Site or the Services, or any current transaction immediately without notice for any reason.
Ownership. All content included on this Site, such as text, graphics, logos, button icons, images, video or audio clips and software, is the property of COOB, or other content suppliers and is protected by U.S. and foreign copyright laws and international conventions. As between you and COOB, the compilation (meaning the collection, arrangement and assembly) of all content on this Site is the exclusive property of the COOB and is protected by U.S. and foreign copyright laws and international conventions. All software used on this Site is the property of the COOB or its software suppliers and is protected by U.S. and foreign copyright laws and international conventions. The content and software on this Site may be used only as an auction and shopping resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display or performance, of the content on this Site is strictly prohibited.
General Provision

Entire User Agreement. This User Agreement and the general terms and conditions set forth on the Site, including but not limited to those set forth in the Privacy Policy, constitute the entire User Agreement of the parties with respect to the subject matter hereof and supersedes and cancels all prior and contemporaneous agreements, claims, representations and understandings of the parties in connection with the subject matter hereof.

No Agency; Third-Party Beneficiary. COOB is not the agent, fiduciary, trustee or other representative of you. Nothing expressed or mentioned in or implied from this User Agreement is intended or shall be construed to give to any person other than the parties hereto any legal or equitable right, remedy or claim under or in respect to this User Agreement. This User Agreement and all of the representations, warranties, covenants, conditions and provisions hereof are intended to be and are for the sole and exclusive benefit of COOB and you.
Choice of Law and Forum. This User Agreement and the relationship between you and COOB shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and COOB agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Los Angeles, California.

Severability.. If any provision of this User Agreement shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and conditions and shall not affect the validity and enforceability of any remaining provisions.
No Waiver. COOB's failure to enforce the strict performance of any provision of this User Agreement will not constitute a waiver of COOB's right to subsequently enforce such provision or any other provisions of this User Agreement.