Thank you for joining ShoeDazzle. This Membership Agreement governs your use of this website, registration and membership. You have ten (10) days to review the terms of membership contained in this Membership Agreement. If you are not satisfied for any reason, you may simply cancel your membership without obligation.

PLEASE READ THIS MEMBERSHIP AGREEMENT CAREFULLY

By using the ShoeDazzle.com, Inc. website (the "Site"), you agree to follow and be bound by these Terms and Conditions (the "Terms") and agree to comply with all applicable laws and regulations, including United States export and re-export control laws and regulations. In these Terms, the words "you" and "your" refer to each Client or Site visitor, "we", "us" and "our" refer to ShoeDazzle.com, Inc.

It is your responsibility to review these Terms and Conditions periodically. If at any time you find these Terms and Conditions unacceptable or if you do not agree to these Terms and Conditions, please do not use this Site. We may revise these Terms and Conditions at any time without notice to you. If you have any questions about these Terms and Conditions, please contact our Client Services department.

YOU AGREE THAT BY USING THE SITE AND REGISTERING FOR MEMBERSHIP YOU ARE AT LEAST 18 YEARS OF AGE, OR VISITING THE SITE UNDER THE SUPERVISION OF A PARENT OR GUARDIAN, AND YOU ARE LEGALLY ABLE TO ENTER INTO A CONTRACT.

Please also refer to ShoeDazzle's Privacy Policy and our Shipping, Return and Exchange Policies, which are incorporated by reference into this Membership Agreement.

USE OF THE WEBSITE

Subject to the terms and conditions of this Agreement, ShoeDazzle.com hereby grants you a limited, revocable, non-transferable and non-exclusive license to access and use the Site by displaying it on your internet browser only for the purpose of applying for a membership, and shopping for personal items sold or offered on the Site and not for any commercial use or use on behalf of any third party, except as explicitly permitted by ShoeDazzle.com in advance and in writing. Any breach of this Agreement shall result in the immediate revocation of the license granted in this paragraph without notice to you.

Except as permitted in the paragraph above, you may not reproduce, distribute, display, sell, lease, transmit, create derivative works from, translate, modify, reverse-engineer, disassemble, decompile or otherwise exploit this Site or any portion of it unless expressly permitted by ShoeDazzle.com in writing. You may not make any commercial use of any of the information provided on the Site or make any use of the Site for the benefit of another business unless explicitly permitted by ShoeDazzle.com in advance and in writing. ShoeDazzle.com reserves the right to refuse service, terminate accounts, and/or cancel orders at its discretion, including, without limitation, if ShoeDazzle.com believes that client conduct violates applicable law or is harmful to ShoeDazzle's interests.

You shall not upload to, distribute, or otherwise publish through this Site any Content, information, or other material that (a) violates or infringes the copyrights, patents, trademarks, service marks, trade secrets, or other proprietary rights of any person; (b) is libelous, threatening, defamatory, obscene, indecent, pornographic, or could give rise to any civil or criminal liability under U.S. or international law; or (c) includes any bugs, viruses, worms, trap doors, Trojan horses or other harmful code or properties.

Content provided on this site is solely for informational purposes. Submissions or opinions expressed on this Site are that of the individual expressing such Submission or opinion and may not reflect the opinions of ShoeDazzle.com. Product representations expressed on this Site are not made by ShoeDazzle.com.

ShoeDazzle.com may assign you a password and account identification to enable you to access and use certain portions of this Site. Each time you use a password or identification, you will be deemed to be authorized to access and use the Site in a manner consistent with the terms and conditions of this Agreement, and ShoeDazzle.com has no obligation to investigate the authorization or source of any such access or use of the Site.

YOU WILL BE SOLELY RESPONSIBLE FOR ALL ACCESS TO AND USE OF THIS SITE BY ANYONE USING THE PASSWORD AND IDENTIFICATION ORIGINALLY ASSIGNED TO YOU WHETHER OR NOT SUCH ACCESS TO AND USE OF THIS SITE IS ACTUALLY AUTHORIZED BY YOU, INCLUDING WITHOUT LIMITATION, ALL COMMUNICATIONS AND TRANSMISSIONS AND ALL OBLIGATIONS (INCLUDING WITHOUT LIMITATION FINANCIAL OBLIGATIONS) INCURRED THROUGH SUCH ACCESS OR USE.

You are solely responsible for protecting the security and confidentiality of the password and identification assigned to you. You shall immediately notify ShoeDazzle.com of any unauthorized use of your password or identification or any other breach or threatened breach of this Site's security.

OWNERSHIP

This Site is owned and operated by ShoeDazzle.com, Inc. All right, title and interest in and to the materials provided on this Site, including but not limited to information, documents, logos, graphics, sounds and images (the "Materials") are owned either by ShoeDazzle or by our respective third party authors, developers or vendors ("Third Party Providers"). Except as otherwise expressly provided by ShoeDazzle, none of the Materials may be copied, reproduced, republished, downloaded, uploaded, posted, displayed, transmitted or distributed in any way and nothing on this Site shall be construed to confer any license under any of ShoeDazzle's intellectual property rights, whether by estoppel, implication or otherwise. You must contact our Client Services Department if you have any questions about obtaining such licenses. ShoeDazzle does not sell, license, lease or otherwise provide any of the Materials other than those specifically identified as being provided by ShoeDazzle. Any rights not expressly granted herein are reserved by ShoeDazzle.

REGISTRATION AND MEMBERSHIP

In order to enjoy all the benefits of ShoeDazzle, you must register and become a member. Registration is easy, and there is no purchase or commitment to register. Simply take our Style Profile, use your valid email address and create a password to register your profile. At the time of initial registration, you have the option to become an official member by placing a first order and providing payment and shipping information for your account. Once you have placed your first order, you become an official member of ShoeDazzle. For your convenience as an official ShoeDazzle member, all information that you provide to register with ShoeDazzle or to become a Preferred Recurring Member is subject to ShoeDazzle's Privacy Policy.

NO PURCHASE COMMITMENT

As a member of ShoeDazzle, you'll be able to choose from a customized selection of amazing shoes, handbags, jewelry and more that fits your look and style. Because we are adding new selections all the time, you'll be sure to find lots of great items to add to your collection. Although ShoeDazzle's goal is to provide you with designer quality style at an affordable price, there is no monthly commitment to be a member. You may cancel your membership at any time by calling 1.888.508.1888.

MONTHLY SELECTION

Monthly Selection Process

As a ShoeDazzle member, each month you will receive a set of personal fashion selections, based on your style and preferences. Each month, your personal fashion showroom may change. Accordingly, ShoeDazzle cannot guarantee that a selection available in a particular month will be available in any subsequent month.

Registered Users

As a Registered user of ShoeDazzle, you agree to receive emails promoting any special offer(s), including third party offers. We may from time to time send you our monthly newsletter.

Non Preferred Members

As a member of ShoeDazzle, you agree to receive emails, newsletters and other communications announcing your monthly fashion selections or assignments, and promoting any special offer(s), including third party offers.

As a member, you will receive a monthly fashion selection, which you may view when you visit your personal showroom that contains the products our fashion experts have chosen for you. At this time, you can pick any selection in your personal showroom, and it will be shipped to you after your credit card payment is successfully processed. If you wish to view additional selections, you can request alternate selections to be displayed in your personal showroom. Once our fashion stylists have determined your alternate selections, you will be notified that your alternate selections are available for viewing in your personal showroom. You can pick any alternate selection, and it will be sent it to you automatically. Your selection will be sent according to our Shipping Policy. You may order additional items at $39.95 apiece. Once you've chosen your first product to purchase, you automatically become a ShoeDazzle Preferred Recurring Member.

If you do not wish to make a selection at this time, you can choose to skip your monthly selection. If you change your mind at a later date during the month, you are still able to access your personal showroom and make a purchase at that time.

Preferred Recurring Members

As a Preferred Recurring member of ShoeDazzle, you agree to receive emails, newsletters and other communications announcing your monthly fashion selections or assignments, and promoting any special offer(s), including third party offers.

As a Preferred Recurring Member, you have several options on the first of each month. If you want to receive a monthly fashion selection, all you need to do is visit your personal showroom that contains the products our fashion experts have chosen for you. At this time, you can pick any selection in your personal showroom, and it will be shipped to you after your credit card payment is successfully processed. If you wish to view additional selections, you can request alternate selections to be displayed in your personal showroom. Once our fashion stylists have determined your alternate selections, you will be notified that your alternate selections are available for viewing in your personal showroom. You can pick any alternate selection, and it will be sent to you after your credit card payment is successfully processed. You may order additional items at $39.95 apiece. Those clients who have any valid store credits in their account may redeem one store credit, in lieu of payment for each product selection.

Please note that all preferred recurring members that neither select a pair of shoes nor skip the month by clicking the Skip the Month button before the 6th day of the month, will be charged the monthly dues and will receive a store credit. All store credits can be redeemed within 12 months of receiving the credit. Preferred recurring members that do skip the month (before the 6th day) may change their minds and purchase any available item in their showrooms. If you receive an unwanted selection, or if the selection is not completely to your liking, you may return it at our expense and we will credit your account. Simply use the return shipping label in the package (or on the website, if available) and drop it off at the shipping provider location. Please be sure to include your packing slip when returning any product. You will receive a full credit to your account, which may be used in accordance with our Credit Policy. To request a refund, please contact our Client Services. All refunds are subject to our Refund Policy. Please note: Credits resulting from the monthly charge on the 6th are only eligible for a refund up to 30 days past the date of the charge. Refunds are at the sole discretion of ShoeDazzle.com.

Please also refer to our How It Works section, for additional details.

BILLING AND PAYMENTS

Paying By Credit Card

For your convenience, when you place your first order and become an official member, we will save your credit or debit card information and use it for all future shipments and charges which will automatically be charged to your saved card, unless you notify us online or through Client Services. We accept the following credit cards at this time: American Express, VISA, MasterCard and Discover Card. For your convenience and continuous membership benefits as a client, if your payment method reaches its expiration date and you do not edit your credit card information or cancel your account, you authorize us to continue billing that credit card on file including extending the expiration date until we are notified by you or the credit card company that the account is no longer valid. We encourage you to constantly update your payment method information or cancel your account should you wish to discontinue your membership with us.

Using Credits

All credits are valid from one (1) year after the date issued, with no exceptions. ShoeDazzle Preferred Recurring Members are only allowed to accumulate a maximum of five (5) credits at any one time. For all ShoeDazzle Preferred Recurring Members that have accumulated the maximum number credits, each month you will have the option of using valid credits towards the purchase of monthly selections. You cannot combine credit redemption with any promotional offer. Credits can only be redeemed against a selection at the regular ShoeDazzle price. Additional fees such as international shipping, processing fees and taxes, if applicable, are additional and cannot be paid with credits. Unused credits will be forfeited if your ShoeDazzle membership is terminated for any reason—whether you choose to cancel or if ShoeDazzle cancels your membership for any reason. Your account must be in good standing to be eligible to redeem your credits. You cannot exchange credits for any other form of currency—they have no cash value. ShoeDazzle reserves the right to change these terms and conditions at our discretion, and may terminate the credits program at any time. Please note: Credits resulting from the monthly charge on the 6th are only eligible for a refund up to 30 days past the date of the charge. Refunds are at the sole discretion of ShoeDazzle.com.

SHIPPING, RETURNS AND EXCHANGES

Shipping, return and exchange of any merchandise ordered through the Site or in connection with your membership are subject to the ShoeDazzle Shipping, Return and Exchange Policies. All shoes returned for a refund are subject to a $5.95 restocking fee, to be deducted from the amount refunded to the card used for purchase. Returns for a credit will not be charged the $5.95 restocking fee.

Replacement of products and credits to your account for shipped merchandise claimed as not received are subject to our investigation, which may include postal-service notification. We will adjust your account at our discretion. Repeated claims of undelivered merchandise may result in the cancellation your membership.

RISK OF LOSS

The risk of loss and title for items purchased by you pass to you upon ShoeDazzle's delivery of the items to the carrier pursuant to the ShoeDazzle Shipping Policy.

LOCAL TAXES

You may be charged local sales tax, if applicable.

INTERNATIONAL ACCESS

This Site may be accessed from countries other than the United States. This Site may contain products or references to products that are not available outside of the United States. Any such references do not imply that such products will be made available outside the United States. If you access and use this Site outside the United States you are responsible for complying with your local laws and regulations.

MEMBERSHIP CANCELLATIONS

We will do everything to make your membership as satisfying as possible; however, you are free to cancel your membership any time by calling Client Services at 1-888-508-1888 Monday - Friday from 7 a.m. To 5 p.m. and speaking with a representative. If you stay, you will be eligible to enjoy long-term membership rewards, such as private sales and special offers for preferred clients. Please note: Credits resulting from the monthly charge on the 6th are only eligible for a refund up to 30 days past the date of the charge. Refunds are at the sole discretion of ShoeDazzle.com.

We may terminate your membership, without notice, for conduct we believe violates this Agreement or our policies, is harmful to other Members or our business interests, or for an inactive account.

DEMAND FOR ARBITRATION

Any arbitration under this Agreement will take place on an individual basis; class arbitrations and class actions are not permitted. Shoedazzle.com is committed to resolving all disputes in a fair, effective, and cost-efficient manner. Accordingly, our Terms and Conditions (the "Terms") provide that disputes will be resolved in binding arbitration or small claims court. Shoedazzle.com's arbitration provision, which is set forth below, has been designed to make arbitration as convenient and inexpensive for our customers as possible. Among other things, it specifies that Shoedazzle.com will bear all costs of arbitration (unless a customer's claims exceed $75,000 or an arbitrator determines that the claims are frivolous), and that, under certain circumstances (explained in the arbitration provision), Shoedazzle.com will pay a premium if a customer receives an arbitration award greater than the value of Shoedazzle.com's settlement offer, and will pay the customer's reasonable attorney's fees. As part of Shoedazzle.com's commitment to a fair, effective, and cost-efficient resolution of all disputes, Shoedazzle.com has made its current arbitration provision available to all current and former customers. Shoedazzle.com will abide by the terms of its current arbitration provision in all instances. Customers whose Terms include arbitration provisions that differ from the current arbitration provision may arbitrate pursuant to the terms of either arbitration provision at their discretion. Similarly, former customers whose Terms did not include an arbitration provision may arbitrate their disputes under the current arbitration provision.

DISPUTE RESOLUTION BY BINDING ARBITRATION

Please read this carefully. It affects your rights.

Summary:

Most customer concerns can be resolved quickly and to the customer's satisfaction by calling our Client Services department at (888) 508-1888. In the unlikely event that Shoedazzle'sClient Services department is unable to resolve your complaint to your satisfaction (or if Shoedazzle.com has not been able to resolve a dispute it has with you after attempting to do so informally), we each agree to resolve those disputes through binding arbitration or in small claims court rather than in a court of general jurisdiction. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than a court does, and is subject to very limited review by courts. Any arbitration under these Terms will take place on an individual basis; class arbitrations and class actions are not permitted. For any non-frivolous claim that does not exceed $75,000, Shoedazzle.com will pay all costs of the arbitration. Moreover, in arbitration you may recover attorney's fees from Shoedazzle.com to the same extent or more as you would in court. Under certain circumstances (as explained below), Shoedazzle.com will pay you more than the amount of the arbitrator's award and will pay your attorney (if any) his or her reasonable attorney's fees if the arbitrator awards you an amount greater than what Shoedazzle.com offered you to settle the dispute.

Arbitration Agreement:

(a) Shoedazzle.com and you agree to arbitrate all disputes and claims between us before a single arbitrator. The types of disputes and claims we agree to arbitrate are intended to be broadly interpreted. It applies, without limitation, to:

• Claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory.
• Claims that arose before these or any prior Terms (including, but not limited to, claims relating to advertising);
• Claims that are currently the subject of purported class action litigation in which you are not a member of a certified class; and
• Claims that may arise after termination of these Terms.

For the purposes of this Arbitration Agreement, references to "Shoedazzle.com "you," and "us" include our respective subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or products under these Terms or any prior agreements between us.

Notwithstanding the foregoing, either party may bring an individual action in small claims court. This arbitration agreement does not preclude your bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf. You agree that, by entering into these Terms, you and Shoedazzle.com are each waiving the right to a trial by jury or to participate in a class action. These Terms evidence a transaction or website use in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision will survive termination of these Terms.

(b) A party who intends to seek arbitration must first send, by U.S. certified mail, a written Notice of Dispute ("Notice") to the other party. A Notice to Shoedazzle.com should be addressed to: Notice of Dispute, General Counsel, Shoedazzle.com, Inc., 2501 Colorado Ave. #325, Santa Monica, CA 90404 (the "Notice Address"). The Notice must (a) describe the nature and basis of the claim or dispute and (b) set forth the specific relief sought ("Demand"). If Shoedazzle.com and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Shoedazzle.com may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Shoedazzle.com or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Shoedazzle.com is entitled.

You may download or copy a form Notice from http://www.shoedazzle.com/forms/SHOEDAZZLE_Form_Notice.pdf. You may download or copy a form to initiate arbitration from the AAA website at http://www.adr.org/si.asp?id=3477. (There is a separate form for California residents, also available on the AAA's website at http://www.adr.org/si.asp?id=3485.

(c) After Shoedazzle.com receives notice at the Notice Address that you have commenced arbitration, it will promptly reimburse you for your payment of the filing fee, unless your claim is for more than $75,000. (Currently, the filing fee is $125 for claims under $10,000, but this is subject to change by the arbitration provider. If you are unable to pay this fee, Shoedazzle.com will pay it directly after receiving a written request at the Notice Address.) The arbitration will be governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, the "AAA Rules") of the American Arbitration Association (the "AAA"), as modified by these Terms, and will be administered by the AAA. The AAA Rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879. (You may obtain information about the arbitration process directed to non-lawyers, including information about providing notice to Shoedazzle.com at http://www.shoedazzle.com/forms/HOW_TO_COMMENCE_AN_ARBITRATION_UNDER_SHOEDAZZLE.pdf. The arbitrator is bound by these Terms. Unless Shoedazzle.com and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your contact address. If your claim is for $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, by a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If you choose to proceed either in person or by telephone, we may choose to respond only by telephone or submission. If your claim exceeds $10,000, the AAA Rules will determine whether you have a right to a hearing. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings of fact and conclusions of law on which the award is based. The parties agree that any awards or findings of fact or conclusions of law made in an arbitration of their dispute or claim are made only for the purposes of that arbitration, and may not be used by any other person or entity in any later arbitration of any dispute or claim involving Shoedazzle.com. The parties agree that in any arbitration of a dispute or claim, neither party will rely for preclusive effect on any award or finding of fact or conclusion of law made in any other arbitration of any dispute or claim to which Shoedazzle.com was a party. Except as otherwise provided for herein, Shoedazzle.com will pay all AAA filing, administration, and arbitrator fees for any arbitration initiated in accordance with the notice requirements above. If, however, the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules. In such case, you agree to reimburse Shoedazzle.com for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. In addition, if you initiate an arbitration in which you seek more than $75,000 in damages, the payment of these fees will be governed by the AAA rules. An award may be entered against a party who fails to appear at a duly noticed hearing.

(d) If, after finding in your favor in any respect on the merits of your claim, the arbitrator issues you an award that is greater than the value of Shoedazzle.com's last written settlement offer made before an arbitrator was selected, then Shoedazzle.com will:

• pay you either the amount of the award or $2,000 ("the alternative payment"), whichever is greater; and
• pay your attorney, if any, the amount of attorney's fees, and reimburse any expenses (including expert witness fees and costs), that your attorney reasonably accrues for investigation, preparing, and pursuing your claim in arbitration (the "attorney's fees").

If Shoedazzle.com did not make a written offer to settle the dispute before an arbitrator was selected, you and your attorney will be entitled to receive the alternative payment and the attorney's fees, respectively, if the arbitrator awards you any relief on the merits. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees, expenses, and the alternative payment and the attorney's fees at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.

(e) The right to attorney's fees and expenses discussed in paragraph (d) supplements any right to attorney's fees and expenses you may have under applicable law. Thus, if you would be entitled to a larger amount under applicable law, this provision does not preclude the arbitrator from awarding you that amount. However, you may not recover duplicative awards of attorney's fees or costs. Although under some laws Shoedazzle.com may have a right to an award of attorney's fees and expenses if it prevails in an arbitration, Shoedazzle.com will not seek such an award.

(f) The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. YOU AND SHOEDAZZLE.COM AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITIES AND NOT AS PLAINTIFFS OR CLASS MEMBERS IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING OR IN THE CAPACITY OF A PRIVATE ATTORNEY GENERAL. The arbitrator shall not have the power to commit errors of law or legal reasoning, and the parties agree that any injunctive award may be vacated or corrected on appeal by either party to a court of competent jurisdiction for any such error. Each party will bear its own costs and fees on any such appeal. The arbitrator shall not award relief in excess of what these Terms provide or award punitive damages or any other damages not measured by actual damages. Further, unless both you and Shoedazzle.com agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific proviso is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.

(g) All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential, other than as part of an appeal to a court of competent jurisdiction.

DISCLAIMER AND LIMITATION OF LIABILITY

EXCEPT AS OTHERWISE PROVIDED IN THE STANDARD TERMS OF SALE THAT GOVERN THE SALE OF EACH PRODUCT ON THIS SITE, THE PRODUCTS OFFERED FOR SALE ON IT AND THE TRANSACTIONS CONDUCTED THROUGH IT ARE PROVIDED BY SHOEDAZZLE ON AN "AS IS" BASIS. SHOEDAZZLE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE EXCEPT AS PROVIDED HEREIN. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, SHOEDAZZLE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, TITLE, QUIET ENJOYMENT, DATA ACCURACY AND SYSTEM INTEGRATION. THIS SITE MAY INCLUDE INACCURACIES, MISTAKES OR TYPOGRAPHICAL ERRORS. SHOEDAZZLE DOES NOT WARRANT THAT THE CONTENT WILL BE UNINTERRUPTED OR ERROR FREE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHOEDAZZLE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW SHOEDAZZLE'S TOTAL LIABILITY TO YOU FOR ANY DAMAGES (REGARDLESS OF THE FOUNDATION FOR THE ACTION) SHALL NOT EXCEED IN THE AGGREGATE THE AMOUNT OF FEES ACTUALLY PAID BY YOU TO SHOEDAZZLE DURING THE MONTH IMMEDIATELY PRECEDING THE ACT ALLEGEDLY GIVING RISE TO SHOEDAZZLE'S LIABILITY.

TYPOGRAPHICAL ERRORS

In the event a product is listed at an incorrect price or with incorrect information due to typographical error or error in pricing or product information received from our suppliers, ShoeDazzle shall have the right to refuse or cancel any orders placed for product listed at the incorrect price. ShoeDazzle shall have the right to refuse or cancel any such orders whether or not the order has been confirmed and your credit card charged. If your credit card has already been charged for the purchase and your order is canceled, ShoeDazzle shall immediately issue a credit to your credit card account in the amount of the charge.

COPYRIGHT COMPLAINTS

All Site design, text, graphics, the selection and arrangement thereof, Copyright © 2008-2011, ShoeDazzle.com, Inc. ALL RIGHTS RESERVED. ShoeDazzle respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please contact our Client Services.

TRADEMARKS

Shoedazzle, Shoedazzle.com, the pink star logo, all images and text, and all page headers, custom graphics and button icons are service marks, trademarks, and/or trade dress of Shoedazzle. All other trademarks, product names and company names or logos cited herein are the property of their respective owners.

REMEDIES

You agree that ShoeDazzle's remedy at law for any actual or threatened breach of this Agreement would be inadequate and that ShoeDazzle shall be entitled to specific performance or injunctive relief, or both, in addition to any damages that ShoeDazzle may be legally entitled to recover, together with reasonable expenses of any form of dispute resolution, including, without limitation, attorneys' fees.

No right or remedy of ShoeDazzle shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys' fees and expenses.

No instance of waiver by ShoeDazzle of its rights or remedies under these terms and conditions shall imply any obligation to grant any similar, future or other waiver.

LINKS TO THIRD PARTY SITES

This Site may contain links to websites controlled by parties other than ShoeDazzle (each a "Third Party Site"). ShoeDazzle may work with certain partners and affiliates whose sites are linked with ShoeDazzle. ShoeDazzle is not responsible for and does not endorse or accept any responsibility for the availability, contents, products, services or use of any Third Party Site, any web site accessed from a Third Party Site or any changes or updates to such sites. ShoeDazzle makes no guarantees about the content or quality of the products or services provided by such sites. ShoeDazzle is not responsible for webcasting or any other form of transmission received from any Third Party Site. ShoeDazzle is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by ShoeDazzle of the Third Party Site. You acknowledge that you bear all risks associated with access to and use of content provided on a Third Party Site and agree that ShoeDazzle is not responsible for any loss or damage of any sort you may incur from dealing with a third party. You should contact the site administrator for the applicable Third Party Site if you have any concerns regarding such links or the content located on any such Third Party Site.

ADDITIONAL TERMS

By continuing your membership, you accept and agree to the terms of this Membership Agreement and any changes made by us to it once we notify you of these changes. If you do not wish to be bound by this Agreement, please see above for how to cancel your membership. Your edits or changes to either the online or offline versions of this Agreement or a membership offer will not be effective, regardless of form.

You must provide and keep us up to date with accurate member information, including your name, address, credit card number and expiration dates. You agree that we may update your information with information your bank or credit card issuer may supply, or other information available to us. All such personal information is subject to the ShoeDazzle Privacy Policy, incorporated into this Agreement. We are not responsible for any fees or charges that your bank or credit card issuer may apply. If your credit card issuer reverses a charge to your credit card, we may bill your account directly and seek payment by another method including a mailed statement.

Updated July 19, 2011