Please review the following terms of use ("Terms of Use") that govern your use and purchase of products (collectively, "Use") of the Victoria Hayes website (the "Website"). Your Use of our Website constitutes your agreement to follow and be bound by the Terms of Use.

These terms of use include a class action waiver and require binding arbitration on an individual basis to resolve disputes. Details are set forth below.

Website Contents

Unless otherwise noted, the design of the Website, the Website as a whole and all materials that are part of the Website (collectively, "Contents") are copyrights, trademarks, trade dress or other intellectual properties owned, controlled or licensed by Victoria Hayes or its subsidiaries and affiliates. Any use of the Contents without our express written consent is strictly prohibited.

Comments, Feedback and Other Submissions

We welcome your comments and feedback regarding our Website, our products and our services. We do not, however, accept confidential or proprietary information. Accordingly, all comments, feedback, ideas, suggestions, materials, information and other submissions disclosed, submitted or offered to us using this Website or otherwise (collectively, "Comments") are not confidential and will become and remain Victoria Hayes' property. The disclosure, submission or offer of any Comments will constitute an assignment to us of all worldwide rights, titles and interests and goodwill in the Comments without payment of any compensation. Comments submitted by you must not violate any right of any third party, and must not contain any libelous, abusive, obscene or otherwise unlawful material.

The Contents are intended solely for your personal, noncommercial use. No right, title or interest in any Contents is granted or transferred to you as a result of any such copying. Except as noted above, you may not reproduce, publish, transmit, distribute, display, modify, create derivative works from, sell or participate in any sale of, or exploit in any way, any of the Contents or the Website. Unauthorized use of the Contents is expressly prohibited by law, and may result in severe civil and criminal penalties.

Disclaimer, Limitation of Liability and Indemnity

Disputes

Please email us at customercare@victoriahayesnyc.com with any disputes or concerns.

In the event that we are unable to resolve your dispute and/or concern, you unconditionally agree that all claims relating to your access or use of our Website, including all disputes arising out of, or related to, any products or services purchased from Victoria Hayes through the Website, will be resolved entirely through binding individual arbitration, rather than in court. You may also assert individual claims in small claims court if your claims otherwise qualify. The Federal Arbitration Act and federal arbitration law apply to this agreement.

Note: There is no judge or jury in arbitration, no class actions, and court review of an arbitration award is limited. An arbitrator, however, can award on an individual basis the same damages and relief as a court, including injunctive and declaratory relief or statutory damages, and must follow these Terms of Use as a court would.

To begin an arbitration proceeding, you may send a letter requesting arbitration and describing your claim to our counsel Einbinder & Dunn LLP, 112 Madison Avenue, 8th Floor, New York, New York 10016. You agree that the arbitration will be conducted by the American Arbitration Association ("AAA"), adr.org, 1.800.778.7879. You can contact AAA to find out more information on how to commence an arbitration proceeding. Payment of all filing, administration and arbitrator fees will be governed by the AAA's applicable rules. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location.

We each agree to bring any dispute in arbitration on an individual basis only, and not on a class, consolidated, representative or collective action basis. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial or to participate in a class action against the other. In addition, we both agree that we each may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

This section limits certain rights, including the right to maintain a court action, the right to a jury trial, the right to participate in any form of class or representative claim, the right to engage in discovery except as provided in aaa or jams rules, and the right to certain remedies and forms of relief. Other rights that you or we would have in court also may not be available in arbitration.

Applicable Law

The law applicable to the interpretation and construction of these Terms of Use and any transaction (including purchases made on this Website) using or related to the Website, shall be the Federal Arbitration Act, applicable federal laws and the laws of the State of New York, without regard to principles of conflict of laws, but subject to the Federal Arbitration Act and other federal law relating to the arbitrability of claims. You agree that all matters relating to your access to or use of the Website, including all disputes, will be governed by the laws of the United States and by the laws of the State of New York.

Links to Other Websites and Services

This Website may include links to other Internet sites maintained by third parties ("Linked Sites"). We provide Linked Sites to you solely as a convenience, and the inclusion of Linked Sites does not imply endorsement by Victoria Hayes of the Linked Sites. You access Linked Sites at your own risk and by accessing them you leave the Website. Linked Sites are not under the control of Victoria Hayes and we are not responsible for the contents of any Linked Site.

Merchandise Availability

Merchandise availability on our Website is not guaranteed as it may be low in stock. If merchandise is not available by the time your order processes, we will notify you of this via email. You can always verify availability by emailing us at customercare@victoriahayesnyc.com. You will receive a shipping confirmation email once your items have shipped.

Product Information

Unless otherwise indicated, the prices displayed on the Website are quoted in U.S. dollars and do not include sales tax. Further, please note that while we have tried to accurately display the colors of products, the actual colors you see will depend on your monitor and may not be accurate.

Denial of Access

These Terms of Use constitute an agreement that is effective unless and until terminated by Victoria Hayes. If in our sole discretion you fail to comply with any term or provision of this agreement, Victoria Hayes may deny you access to the Website. In the event of denial of access by Victoria Hayes, you are no longer authorized to access the Website, and the restrictions imposed upon you with respect to material copied or downloaded, and the disclaimers and limitations of liabilities set forth in these Terms of Use, shall continue in force. These Terms of Use constitute the entire agreement between you and Victoria Hayes relating to the subject matter addressed herein.

Website Policies, Modification and Severability

Please review our other policies posted on this Website. These policies also govern your use of the Website. We reserve the right to make changes to the Website, our policies and these Terms of Use at any time and will provide notice of such changes if or as required by law. If any of the terms and conditions stated herein shall be deemed invalid, void or for any reason unenforceable, that term and/or condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.

In addition to the Terms of Use that govern your use of the Victoria Hayes' website (the "Website"), these Terms and Conditions for Sharing Content ("T&Cs") govern the sharing or posting of content on Victoria Hayes' websites or any of Victoria Hayes' Social Media Platforms (defined below).

Please review these T&Cs from time to time. We reserve the right to change them at any time without notice. PLEASE READ THE FOLLOWING CAREFULLY BEFORE SHARING OR POSTING CONTENT ON THE WEBSITE OR ANY OF OUR SOCIAL MEDIA PLATFORMS. BY ACCESSING OR SUBMITTING CONTENT TO THE WEBSITE OR ANY OF OUR SOCIAL MEDIA PLATFORMS, YOU ACKNOWLEDGE AND AGREE TO ABIDE BY THE FOLLOWING TERMS AND CONDITIONS.

These T&Cs are applicable to all Victoria Hayes' websites, whether a sponsored site, managed through a third-party vendor or hosted by a third party, including any Social Media Platform.

User Profile Information

We will require that you set up a user profile in order to use certain portions of the Website, such as when you register for a shopping account and participate in services. You will need to provide a password, username or other information such as your name and email address. You agree and represent that all the information provided by you is accurate and up-to-date. Should your information change, you must update it in your user profile. You are solely responsible for keeping your user profile information confidential. You may not transfer, sell, assign or sublicense your user profile to any third party without our prior written approval. You are solely responsible for all your individual usage or activity on the Website including, but not limited to, use of the Website by any person who uses your user profile, with or without authorization. You agree to notify us immediately of any unauthorized use or any other breach of security on your account. We will not be liable for losses incurred as a result of an unauthorized use of a password or account. Personal information submitted through the Website is governed according to our Privacy Policy.

Privacy

Any information that you provide to us is subject to our Privacy Policy, which governs our collection and use of your information. You understand that through your use of the Website you consent to the collection and use (as set forth in the Privacy Policy) of this information, including the transfer of this information to the United States and/or other countries for storage, processing and use by us. As part of providing you the Website, we may need to provide you with certain communications, such as services announcements and administrative messages. These communications are considered part of the services and your relationship with us, which you may not be able to opt-out from receiving.

Passwords

You are responsible for safeguarding the password that you use to access the Website and for any activities or actions under your password. We encourage you to use "strong" passwords (passwords that use a combination of uppercase and lowercase letters, numbers and symbols) with your account. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements. If you believe your password has been compromised or someone has improperly accessed your account, please visit our password reminder page.

Eligibility

We will never knowingly request or collect personal information from any person under 13 years of age without prior verifiable parental consent. If we become aware that an individual is under the age of 13 and has submitted any information to us for any purpose without prior verifiable parental consent, we will delete his or her information from our files.

By using the Website, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; and (d) your use of the Website does not violate any applicable law or regulation. Your profile may be deleted and your account may be terminated without warning if we believe that you are under 13 years of age, if we believe that you are under 18 years of age and you represent yourself as 18 or older, or if we believe you are over 18 and represent yourself as under 18.

Term and Termination

The terms of this T&Cs shall remain in full force and effect while you use the Website. You may delete your user information at any time, for any reason by going into My Account and deleting the information on file. Deletion of your user information will not delete any previously posted or shared content. We may delete or block your account and/or user profile at any time, for any or no reason, with or without prior notice or explanation, and without liability.

Use of Website

You agree not to disrupt, overwhelm, attack, modify or interfere with the Website or its associated software, hardware and/or servers in any way, and you agree not to impede or interfere with others' use of the Website. You further agree not to alter or tamper with any information or materials on or associated with the Website. Other than connecting to our servers by http requests using a Web browser, you may not attempt to gain access to our servers by any means.

Users may post reviews, comments, photos, videos and other content, and submit suggestions, ideas, comments, questions or other information, as appropriate for the intended purposes of the various aspects of the Website. We reserve the right, but not the obligation, to remove or edit such content without prior notice.

By posting or submitting content, you warrant and represent that you own or otherwise control all of the rights to your submission including, but not limited to, all the rights necessary for you to provide, post, upload, input or submit the content. To the extent that the content submitted contains images, photographs or pictures ("Images"), you warrant and represent that (a) you are the copyright owner of such images, or the copyright owner of such Images has granted you permission to use the Images; (b) you have the rights necessary to grant the licenses and sublicenses described in these T&Cs; and (c) that each person depicted in such Images, if any, has provided consent to the use of the Images.

Nothing herein shall be deemed to create an agency, partnership, joint venture, employee- employer or franchise-franchisee relationship of any kind between Victoria Hayes and you or any other person or entity.

Your use of the Website is at your sole risk. The Website is provided on an "as is" and "as available" basis without any warranties of any kind, express or implied, and we assume no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications or personalization settings. We make no warranty that (a) any user access will be uninterrupted, timely, secure or error-free; (b) the quality of any content, products, services, information or other material obtained by any user will meet his or her expectations; (c) any errors in the software will be corrected; and (d) that any content uploaded to the Website is protected or secure.

Reporting Abuse

If you believe that someone is violating these community standards, please report the potential abuse. We will review your report and take action is appropriate. Not all reports result in removal. All reports will be kept confidential.

Links to Third-Party Websites

The Website may contain links to third-party websites or resources, including our Social Media Platforms, which are not owned, operated or controlled by us or our affiliates. If you use these links, you will leave the Website. You acknowledge and agree that Victoria Hayes, its affiliates or service providers, are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products or services on or available from such websites or resources. Links to websites or resources do not imply any endorsements of such websites or resources or their content, products or services. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

Sole Discretion to Edit or Screen Content

We do not and cannot review and/or screen all communications or materials posted to or created by users accessing the Website and is not in any manner responsible for the content of these communications or materials. You acknowledge that by providing you with the ability to view and distribute user-generated content on the Website, we are merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Website. However, we reserve the right to block or remove any communications or materials that we determine to be (a) abusive, defamatory or obscene, (b) fraudulent, deceptive or misleading, (c) in violation of a copyright, trademark or other intellectual property right of another; or (d) violates any law, regulation or T&Cs; or (e) is offensive or otherwise unacceptable to us in our sole discretion. We reserve the right, but undertake no duty, to review, edit, move or delete any communication or material provided for display or placed on the Website, in its sole discretion, without notice. If at any time we choose, in its our discretion, to monitor the Website, we nonetheless assume no responsibility for the content, no obligation to modify or remove any inappropriate content, and no responsibility for the conduct of the user submitting any such content.

Content Posted by Users

The Website may contain content of users and other licensors. Except as provided within these T&Cs, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any content appearing on or through the Website.

We do not endorse, support, sanction, encourage, verify or agree with the comments, opinions or statements posted on forums, blogs or otherwise contained in the Website and expressly disclaim any and all liability in connection with user content submissions.

You agree that we and our third-party service providers are not responsible, and shall have no liability to you, with respect to any information, communication or materials posted by others, including defamatory, offensive or illicit material, including material that violates these T&Cs. Any material downloaded or otherwise obtained through the use of the Website is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.

Content Posted to Victoria Hayes' Social Media Platforms

We use a variety of third-party social media websites, communication services and media channels such as Facebook, Twitter and Instagram (collectively, "Social Media Platforms") to communicate and interact with our customers. By posting or submitting content to these Social Media Platforms, you represent and warrant that you have the lawful right to transmit, distribute and reproduce such content. To the extent submitted content contains images, you represent and warrant that: (a) you are the copyright owner or have obtained the copyright owner's permission to use such images; (b) you hold the rights necessary to grant the licenses and sublicenses described in these T&Cs; and (c) you have obtained the consent of each person, if any, depicted in such images.

License

By posting, displaying, uploading, inputting, providing or submitting content to the Website or Social Media Platforms, you grant to Victoria Hayes a perpetual, irrevocable, sub-licensable license to use worldwide, royalty-free, to copy, distribute, reproduce, use, modify, adapt, publish, translate, transmit, disclose, publicly perform and publicly display the user content (in whole or in part) and to incorporate such user content into other works in any format or medium now known or later developed for any and all commercial or noncommercial purposes.

Indemnification

You agree to indemnify, defend and hold harmless Victoria Hayes, its parent, subsidiaries and affiliates, and their respective officers, directors, employees, agents, licensors and suppliers (collectively the "Indemnified Parties") from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these T&Cs or any activity related to your account (including negligent or wrongful conduct), by you or any other person accessing the Website by using your account.

Copyright/DMCA

Victoria Hayes may at its discretion suspend or terminate the access of and take other action against users, subscribers, registrants and account holders who infringe the copyright rights of others.

If you believe that your work has been copied and is accessible on the Website or any Social Media Platform in a way that constitutes copyright infringement, please contact us and provide the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.S. § 512). Inquiries not compliant with the procedure outlined may not receive a response.

• A physical or electronic signature of person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• A description of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
• Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and an electronic mail address at which the complaining party may be contacted;
• A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
• A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

We may, in appropriate circumstances, delete or block an account holder or subscriber to the Website if he or she is a repeat infringer. If you believe that an account holder or subscriber is a repeat infringer, please contact us and provide information sufficient for us to verify that the account holder or subscriber is a repeat infringer.

Contact Us

In the event of any problem with the Website, Social Media Platform or any content, you agree that your sole remedy is to cease using the Website and/or Social Media Platform. Please report any violations of the T&Cs to us via email at customercare@victoriahayesnyc.com. If you do not understand any of the foregoing T&Cs, please contact us via email at customercare@victoriahayesnyc.com.