Last Modified September 14, 2013
THIS IS A CONTRACT. IT CONTAINS A BINDING ARBITRATION PROVISION. THIS PROVISION AFFECTS YOUR LEGAL RIGHTS AND MAY BE ENFORCED BY YOU OR US.
A. Terms for All Users
1. What you are agreeing to.
2. How you agree to the terms.
You accept the terms that apply to your actions by
- Using our site or apps;
- Shopping or buying in the Cardtopia eStore; and/or
- Offering content for sale in the Cardtopia eStore.
In accepting the terms you represent and agree that
- You are not a minor;
- If a teacher, you are agreeing for yourself and your school;
- If a seller, you are agreeing for yourself and your business entity, if any.
If you do not accept all the terms, don’t use our sites, services, or apps (collectively “Our Stuff”) or our sellers’ items.
3. Who we are and how to reach us.
We are “Omega Labs Inc.”, also doing business as Top Shelf Learning. Legal notices must be sent to Omega Labs Inc., 10916 101st PL NE, Kirkland WA 98033 or email@example.com.
4. Changes to the terms and conditions.
We give you notice of changes to terms by posting new terms in place of the old with a revision date at the top. Amended terms are effective immediately on posting. The date the update is effective will be displayed at top of the document containing the updated term. If we make material changes, we will notify you through a posting on the home page, a notification in an app, by e-mail, if we have one for you, or by other reasonable means. Your continued use of Our Stuff or our sellers’ items after amendment means you accept the amended terms. If you do not agree to the changes you must stop using Our Stuff or our sellers’ items. The terms may only be modified in writing by us. If any term is held unlawful, void or unenforceable for any reason, it will be considered modified so that its purpose and the remaining terms can be lawfully enforced.
5. Ask before using our name, logos, or marks.
Top Shelf Learning, Mathtopia, Mathtopia+, Fractions+, Cardtopia, the Omega Labs logo, and other Omega Labs names and logos are the trademarks, tradenames and/or service marks of Omega Labs. You may use our names descriptively in reviews. For all other uses, ask for our written permission first.
6. Behave responsibly.
We reserve the right to screen and remove content, or portions of content, at our sole discretion and without notice. You are solely responsible and liable for content you submit to us and we have no obligation or liability with respect to your content. We respect the intellectual property of others. We expect you to also. You content must comply with our Content Guidelines. We may remove any of your content that we believe in good faith infringes the rights of another.
7. Don’t be evil.
Don’t copy Our Stuff or our sellers’ items for resale or redistribution or any other commercial exploitation. Don’t engage in systematic retrieval of information from us without written permission. Don’t attempt to circumvent passwords and other protections to gain access to Our Stuff or our sellers’ items. Don’t collect personally identifying information about our sellers or users for any commercial or unlawful purpose. Don’t create derivative works of or reverse engineer Our Stuff or our sellers’ items.
8. We can boot you if you are naughty.
If you fail to behave responsibly or are evil, as determined by us in our sole discretion, we may cancel your account, and/or take any technical steps within our power to block you from Our Stuff and our sellers’ items. We may pursue other remedies, including civil and criminal legal action, and provide information to third parties, such as our sellers, to enable them to pursue legal remedies against you.
9. We can’t make everyone behave all the time.
You will see content on our sites and in our apps that was provided or posted by our sellers or third parties. You may see links to third party sites. Those third parties are solely responsible for the content they make available. You might be exposed to material you find offensive or inappropriate. Proceed at your own risk. You may object to content that violates our Content Guidelines and we will determine in our sole discretion if it should be removed. We are not responsible for the accuracy, appropriateness, lawfulness or truthfulness of any seller or third party content. We are not liable to you if you rely on seller or third party content or if you suffer damage from a seller or third party. We are not liable even if you object to us about the content and we take no action. We will respond to a properly issued court order to remove content.
10. You can report infringement of your copyrights.
Copyrights are rights to prevent others from copying, displaying, performing, distributing, or making a variation of a work of original expression created by you and captured in some form by you. If you believe your copyrights have been violated, tell us using our Notice and Procedure for Making Claims of Copyright Infringement.
11. You own your stuff. You agree to let others use it if you submit it to us.
12. You WARRANT AND REPRESENT that you have behaved responsibly.
You warrant and represent that any and all information you provide to us is truthful, accurate, and in compliance with these terms. You represent and warrant 1) that any content you provide to us is accurate, complete and current, 2) that you are fully authorized to provide the content and to authorize us to provide the content to others, and 3) the content, and any site linked to from your content (A) complies with all applicable laws and regulations, (B) does not infringe, misappropriate or otherwise violate any third party intellectual property right, (C) does not breach the rights of any person or entity, including, without limitation, rights of publicity or privacy, and is not defamatory, and (D) does not and will not result in consumer fraud (including being false or misleading), product liability, tort, breach of contract, injury, damage or harm of any kind to any person or entity.
13. You agree to INDEMNIFY us against your misbehavior.
At our request, you will defend, hold harmless, and indemnify us and our directors, officers, employees, agents, affiliates and each of their successors from and against all third-party claims, actions, demands, proceedings, damages, costs and liabilities of any kind that arise out of or relate to (1) your content, (2) your use of Our Stuff or our sellers’ items, (3) your violation of laws or applicable regulations, (3) your breach of your warranties, representations or obligations under this agreement, (4) your direct communications with others, including direct communications between customers and sellers, and (5) other claims that arise out of your actions, content or use. We will be entitled, at our expense, to participate in the defense and settlement of the claim or action with counsel of our own choosing.
14. YOU AGREE TO NEGOTIATE, MEDIATE AND ARBITRATE DISPUTES WITH US.
You and we agree to first use our best efforts to settle disputes through good faith negotiations within 30 days after one of us notifies the other of the dispute. After such time expires, either you or we may submit the matter to mediation. If the matter is not resolved within 60 days after initiation of mediation, either you or we may demand arbitration or file a suit in small claims court, if the claim qualifies. You agree that you understand there is limited court review of an arbitration award and that there is no judge or jury in arbitration. You agree that any dispute resolution proceeding will be conducted on an individual basis and not in a class, consolidated or representative action. Arbitration and mediation will be administered by the American Arbitration Association (AAA) (www.adr.org) in accordance with its Commercial Arbitration and Mediation Procedures, including its Supplementary Procedures for Consumer-Related Disputes. In the event you are not a resident of the United States, disputes and claims shall be determined by arbitration in accordance with the International Arbitration Rules of the International Centre for Dispute Resolution. You and we agree that a judgment of any court having jurisdiction may be entered upon the award. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person at a mutually agreed location. Without waiving any remedy under this agreement, you or we may seek from any court having jurisdiction any interim or provisional relief that is necessary to protect our respective rights or property, pending the establishment of the arbitral tribunal or the arbitral tribunal’s determination of the merits of the controversy. The United States Federal Arbitration Act, applicable United States federal law, and the laws of the state of Washington, USA, without regards to principles of conflict of laws, govern these terms.
15. Everything is provided as is and subject to change without notice. DISCLAIMER OF WARRANTIES.
We may change, suspend or discontinue Our Stuff or seller items at any time for any reason, with or without notice. WE PROVIDE OUR STUFF AND SELLER ITEMS “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. OUR STUFF AND SELLER ITEMS MAY CONTAIN INACCURACIES OR ERRORS. You agree that we will not be liable to you or any third party if we change, suspend or discontinue OUR STUFF OR SELLER ITEMS. WE DISCLAIM ALL WARRANTIES AND CONDITIONS RELATING TO OUR STUFF AND SELLER ITEMS, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. NO ADVICE OR COMMUNICATION, WHETHER ORAL OR WRITTEN, FROM US TO YOU CREATES ANY WARRANTY.
16. Our liability to you for mistakes is limited. LIMITATION OF LIABILITY.
WE AND OUR SELLERS ARE NOT LIABLE TO YOU FOR ANY ERRORS OR INACCURACIES IN OUR STUFF or SELLER ITEMS; ANY SERVICE, SYSTEM, OR PROCESS DELAYS, LATENCIES, FAILURES OR INTERRUPTIONS; OR ANY ACTIONS YOU TAKE IN RELIANCE ON US, OUR SELLERS, OUR STUFF, OR OUR SELLERS’ ITEMS. OUR AND OUR SELLERS LIABILITY TO YOU IS LIMITED WHETHER THE HARM TO YOU WAS FORESEEABLE OR NOT. WE AND OUR SELLERS ARE NOT LIABLE TO YOU FOR ANY SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOSS OF DATA, REVENUE, AND/OR PROFITS, COSTS, OR EXPENSES, INCLUDING LEGAL FEES AND EXPENSES, REGARDLESS OF THE LEGAL THEORY ON WHICH YOU CLAIM LIABILITY IS BASED, EVEN IF YOU HAVE ADVISED US OR OUR SELLER OF THE POSSIBILITY OF THOSE DAMAGES. OUR AND OUR SELLERS’ LIABILITY TO YOU IS LIMITED TO THE AMOUNTS ACTUALLY PAID BY YOU TO US, IF ANY.
17. Just because we gave you a pass once doesn’t mean we have to again.
Our failure to act if you fail to comply with a term does not waive our right to act on any subsequent failure to comply or nor does it waive the term in question.
18. Going our separate ways.
This agreement is effective from your acceptance until terminated by you or us in writing or electronically. You terminate by ceasing to use Our Stuff and our sellers’ items. Any terms that by their nature are intended to apply indefinitely continue to apply, including but not limited, perpetual licenses, ownership provisions, warranties, disclaimers, indemnities, and limitations of liability.
19. Assigning rights to others.
We may assign any rights we have under any agreement, include rights to personal information and licenses, to any successor or purchaser of us or of our assets, to the extent permitted by law. If you assign your rights or obligations to another party, you must give us written notice of the assignment no later than ten (10) business days following the assignment. This agreement is binding on and inures to the benefic of any successors and assigns.
B. Terms for Users with Accounts
Some of our products and services require that you open an account with us. All account holders must comply with the terms in this section.
20. You must give us truthful and accurate information.
Account information must be truthful, accurate and must be yours. If an address or e-mail address is requested, you must provide a valid and truthful address. You must provide accurate information when establishing your account, and must keep all information up to date. You will not use false identities or impersonate any other person or use a username or password you are not authorized to use. You authorize us, directly or through third parties, to make any inquiries we consider appropriate to verify account information you provide.
21. Protect your accounts.
You are responsible for maintaining the confidentiality of your username and password. You are responsible for all conduct or content attributed to your accounts, whether or not you authorized the activity. Keep passwords and account names in a safe place separate from your device, and use strong passwords. A strong password contains at least six characters (more are better), combines letters, numbers and symbols (@, #, $, etc.) and uses upper and lowercase. Don’t use your name in the password. Avoid words found in a dictionary. You agree to notify us immediately at firstname.lastname@example.org of any unauthorized use of your password or account, or any other breach of security.
22. Create the correct type of account.
Account are assigned to a single teacher, parent, or adult. Teacher accounts are for teachers affiliated with a school (see School Use). Parent accounts are for parents to use with their own children. You must choose the account type that matches your role. For some apps and services you must have separate accounts for reach role you serve. We may terminate accounts for failure to have the correct role. If we terminate you for creating an account with the incorrect role, you forfeit your account balance and your access to purchased content. If you are working with children under the age of thirteen and fail to select the correct account type, you agree that you will be liable to us in full for any damages, fines or other expenses we incur as a result of your breach of the requirement to select the correct account type and you understand that at our discretion or as required by law we will report you to the appropriate authorities.
23. We can suspend or terminate your account.
We reserve the right to suspend or terminate your account at any time for any reason, with or without cause, and without notice. You agree that we will not be liable to you or any third party for any suspension or termination of your account. There are no refunds when an account is suspended or terminated for any reason. We may suspend or cancel your accounts if we do not receive on-time, in-full payment from you. You will remain responsible for amounts in arrears until paid in full. If we terminate your account, you will not establish a new account without our permission.
C. Terms for Cardtopia eStore Customers
24. You get a license to use items with a limited number of students.
You have a personal license to use items you purchase. Your license for items is for yourself as many simultaneous students as the account role you selected allows. Teacher accounts are permitted approximately 40 (subject to change) student users. Parent accounts are permitted approximately 5 (subject to change) student users. We may modify the number of students a user type is allowed at any time in our sole discretion. You may add and delete students. Understand that if you delete a student, you delete the record of that student’s past work. Deletion is not reversible. The license granted to you for items includes unlimited downloads of and the right to use items with your students. You may not share your items with others. Schools that want to purchase school-wide access for items should contact us at email@example.com. We reserve all other rights not expressly granted in the agreement.
25. You buy Points and redeem them for content.
You buy Points in package amounts. Points have no monetary value, may not be exchanged for cash or money, and are non-refundable. Purchased Points do not expire. Promotional Points may expire. We reserve the right to discontinue the availability of Points at any time. You redeem Points for items at check out. Prices are listed in Points. You can see your Points balance when you check out or in your account settings. If we suspect fraud or abuse regarding your Points, we may cancel, suspend, or limit your ability to redeem Points. We delete Points we determine were obtained fraudulently. We may charge you for the value you obtain by fraudulently using Points.
26. We accept purchase orders.
You may use a purchase orders to buy Points. Contact us at firstname.lastname@example.org to use a purchase order. Your must also give us a credit card number. We will charge the credit card if the purchase order remains outstanding for more than sixty days.
27. All sales are final.
Unless otherwise provided by law or a particular offer, all purchases and redemptions are final and nonrefundable. We may, at our sole discretion, elect to reverse Points redeemed for unacceptable items that are removed from our store to as many or as few purchasers as we decide. Our decision to reverse redemptions for a particular customer does not obligate us to reverse redemptions to any other customer or for any other content. If we cancel or suspend your account, your right to purchase content stops immediately.
28. You pay all applicable charges.
Prices exclude applicable taxes and currency exchange settlements unless stated otherwise. You are responsible for paying taxes or other charges. If your account is cancelled, you are obligated to pay all charges made to your account before cancellation was effective. Failure to provide valid payment may result in you being banned from the store. Being banned from the store does not absolve you of responsibility for amounts in arrears.
29. We provide electronic receipts. You have 120 days to tell us about mistakes.
We provide you with electronic receipts. These are the only receipts we provide. It is your responsibility to print or save copies for your records. If we make an error on a receipt, you must report the mistake to us within 120 days after the error appeared. If you do not inform us within 120 days, you agree that you release us from all claims of liability and loss resulting from the error and that we will not be required to correct the error or provide a refund.
D. Terms for Cardtopia eStore Sellers
30. You are the seller in the Cardtopia eStore.
You sell items on a consignment basis. All items are presented as Sold By you. You provide a “Sold By” name to be displayed to customers. You may post a photograph or image or provide a biography. All information you provide in your Sold By profile is public information. You can review and edit your information in your seller account settings.
31. You must have a seller account to sell.
You must purchase a Publisher Subscription in the Cardtopia eStore to become a seller. If automatic renewals are not barred where you reside, we will automatically renew your Publisher Subscription after providing you with an email notice of the upcoming renewal. All renewal fees will be at the then current price. We will provide instructions on how to cancel in the renewal notice. You must cancel before the renewal date to avoid being billed for the renewal. If you are participating in a trial and do not cancel at the end of the trial period, we may charge you.
32. We may promote, market, and discount your items and provide free previews.
We make ten (10) cards from your item available to users free of charge as a free preview. At our discretion, we may market or promote your items. We have no obligation to market or promote your items or continue doing so after have started to do so. We discount pricing for parent customers, who are allowed a lesser number of students. At our discretion, we may offer your items at a promotional price or feature them in marketing materials. We will not owe you any fees for offering your items at a discount or free or for marketing or promoting your items.
33. You agree we can send you emails about selling.
You consent to us sending you emails relating to selling opportunities from time to time. This takes precedence over any directions you may have given us, including through an Omega Labs web site.
34. You will deliver acceptable, quality items.
You are responsible for the quality of items Sold By you. You are responsible for resolving disputes regarding the quality of items Sold By you. You provide your items to us at your own expense. You may elect to pay us, at our then current rates, to format your items or you may format your items yourself using our authoring tools. We will not return to you any electronic or physical files or media you deliver to us. You must deliver all electronic files free and clear of harmful code. Items must meet our Content Guidelines. If you provide content that violates our Content Guidelines and we remove that content and cease to provide it to prior purchasers of that content, you will be liable to us for any refunds we elect to issue. Refunds issued will be deducted from your payout or charged to your payment on file. If you want your item seen by users looking for level appropriate materials, you should mark the grade level to assist users in finding your item. We determine, in our sole discretion, what items we make available. We may reject or reformat items or correct any errors we find. You acknowledge that unintentional errors may occur when we do so. If any errors do occur, your sole remedy for such errors is to withdraw the item. Overly large files will be reformatted or rejected. We may remove or modify metadata or descriptions for any reason. We may remove all or any part of your item for any reason. You understand your items are subject to review and that reviews may be favorable or unfavorable. You are subject to the same Content Guidelines as the general public when publishing a review.
35. You agree tell us what we need to know to publish your items.
If we ask you to provide information about your items, you will promptly provide the information requested. You authorize us, directly or through third parties, to make any inquiries we consider appropriate to verify your rights to permit our distribution of your item and the accuracy of the information or documentation you provide to us with respect to those rights. You agree to update information if you learn prior information was inaccurate or deceptive.
36. You can withdraw items from further sale.
You may withdraw an item from further sale using the tools in the app. Withdrawal is usually effective within 48 hours, and is subject to system latencies. We may fulfill customer orders placed prior to the withdrawal becoming effective.
37. You grant your customers perpetual rights to use and access items.
You grant your customers who acquire items, whether free or for a fee, prior to withdrawal of the item, a perpetual and irrevocable right of access to and use of the item. You understand that your license permits customers to use items with the number of simultaneous student users permitted for the customer’s account type. Teacher customers are permitted approximately 40 (subject to change) student users. Parent customers are permitted approximately 5 (subject to change) student users. We may modify the number of students a user type is allowed at any time in our sole discretion.
38. You grant us revocable rights to distribute items and perpetual irrevocable rights to make available items to purchasers.
You grant us, and our successors and assigns and subsidiaries, a worldwide, nonexclusive and revocable right and license to distribute your items to customers through our digital distribution channels in any media now know or later developed. Your grant includes the right to reformat, convert, correct and modify your item. Your grant include the right to display, perform, transmit, market, sell and otherwise make your item available in any format, for the purposes of distributing, selling, marketing, promoting, and/or demonstrating your item or our products and services, including offline screenshots of portions of your item. You grant us, and our successors and assigns, a worldwide, nonexclusive, perpetual and irrevocable right to maintain and distribute copies of your item to support customers who acquired your item, whether free or for a fee, prior to withdrawal, including re-downloading the item.
39. Your license grants include all necessary rights to be executable.
Your license grants extend to all copyrights, patents, rights of publicity of any identifiable person depicted in your item, and trademarks, logos, and other proprietary rights necessary to display, distribute, promote and use your items. You will obtain all licenses and clearances at your own expense. You are solely responsible for accounting to and paying any of your co-owners or licensors amounts due to them.
40. You own your stuff and we own ours.
Subject to the licenses we grant each other, you retain all ownership rights, such as copyrights and trademark rights, in and to your items. We own all proprietary rights, including copyrights and trademarks, in and to Our Stuff, including materials we provide to you for use in or with your items. In the event you provide us with suggestions, ideas or other feedback, we will be free to use that feedback in any manner without restriction and without owing you compensation.
41. Updated grants of rights, payment and fee terms are effective 30 days after posting.
All new or revised grants of rights, payment and fee terms are effective 30 days after posting and will be automatically enforced for all content. Acceptance of the changed terms is a condition to continuing as a seller. If you do not wish to accept the new or revised terms, you must withdraw your items prior to the effective date of the changes. All other new or revised terms are effective when posted as in Section A, Terms for All Users.
42. Your proceeds are net after fees, taxes, and other charges.
42.1 You pay a 25% service fee for each sale.
At the time of sale, we collect a service fee of 25%, based on the pre-tax, net (after discounts and promotions) purchase price of your item. In exchange for this fee, we act as your agent for the purposes of processing and collecting payments, processing requests for refunds, and delivering your items to customers.
42.2 You must sell your content for not less than 99 Points and may have up to 10 items free at any one time.
You may offer up to 10 items free at any one time. All other items must have a minimum list price of 99 Points. Consignment payments are based on actual proceeds. Free items do not result in consignment payments to you. The start or stop time of free offers and price changes are subject to system latencies and may not be effective immediately.
42.3 We pay you your net after fees, taxes, and other charges.
If you are not in breach of your obligations to us, for each item Sold By you to a customer, we will remit to you the proceeds, net of our service fee, and net of any VAT, sales or other taxes charged to a customer or applied with respect to a sale to a customer. We will reduce your proceeds by any refunds issued, bad debt, fees due from you to us for advertisements of your items, and your annual subscription fee, if due. All payments are made in U.S. dollars.
42.4 We collect and remit sales tax for Washington State. You are responsible for other taxes.
We display and remit sales tax for purchasers with addresses in Washington State. If you are required to collect and remit sales tax as a seller in your state, you should price your products accordingly. You are responsible for any income or other taxes due and payable as a result of your sales. Where required by law, we may deduct or withhold any and all applicable taxes from your proceeds and the amount you receive, as reduced, will constitute payment in full. We require that you provide accurate taxpayer identification information before you can receive your first payment.
42.5 Payments will be made monthly or quarterly depending on your sales.
We will pay you either monthly or quarterly (on the quarters ending March, June, September, and December), approximately 30 days following the end of the calendar month or quarter during which sales were made. We make payments when approximately $100 (one hundred dollars) have accumulated in your account. If your account does not accumulate $100 in one month, your account will be assigned quarterly payment status for the next payment. At the time of payment, we will make available to you an online report detailing sales of your items. If this agreement is terminated, we may withhold all proceeds due for three months after the date they would otherwise be payable to ensure our ability to offset any refunds or other charges by which your proceeds would normally be reduced.
42.6 You must have a PayPal account to receive payment.
All payments are issued through PayPal. You must have a PayPal account to receive payment. Your proceeds will be reduced by the amount charged to us by PayPal for making the payment to you. If you receive a payment in error, we may reverse or require return of the payment. You agree to cooperate with us in our efforts to do so. We may reduce payments owed to you to adjust for previous overpayments and may do so without notice.
42.7 You must raise disputes about payments promptly or forfeit claims.
You may not sue us or seek arbitration for any claim regarding a statement or payment from us to you, unless you bring it within six (6) months after the date the statement was made available to you. Any proceeding will be limited to determining the amount of money, if any, payable by us to you for the accounting period in question. Your sole remedy will be the recovery of any monies owed to you with no interest.
42.8 You forfeit your proceeds if you breach the representations or warranties or violate the Content Guidelines.
If we terminate you for breach of your representations and warranties or for violating our Content Guidelines, you forfeit all proceeds not yet paid to you. If you open a new account without our express permission, we will not owe you any proceeds through the new account. We may withhold proceeds while investigating claims that you do not have rights necessary for items you have sold or are selling or that you have otherwise breached your representations or warranties or violated the Content Guidelines. If we resolve the investigation against you, we will not pay you proceeds for such sales and we may offset any proceeds previously paid to you for such items against future payments or require you to pay us such amounts. At our sole discretion, we may use those funds to refund customers or keep the funds.
43. Our liability to you is limited. LIMITATION OF LIABILITY.
IN ADDITION TO THE LIMITATIONS OF LIABILITY CONTAINED IN SECTIOIN A TERMS FOR ALL USERS, WE WILL NOT BE LIABLE TO YOU FOR AMOUNTS IN EXCESS OF PROCEEDS DUE AND PAYABLE BY US TO YOU FOR THE SIX-MONTH PERIOD PRECEDING THE CLAIM. YOU AGREE THAT YOU ARE WAIVING CLAIMS THAT YOU MAY NOT KNOW OR SUSPECT YOU HAVE AT THE TIME YOU ENTER INTO THIS AGREEMENT. YOU AGREE TO SPECIFICALLY WAIVE ANY CLAIMS AS A CREDITOR YOU MAY HAVE THAT YOU DO NOT KNOW OR SUSPECT EXIST IN YOUR FAVOR. YOUR WAIVER AS A CREDITOR INCLUDES WAIVER OF CLAIMS THAT WOULD HAVE MATERIALLY AFFECTED HOW YOU WOULD SETTLE A MATTER IN WHICH WE ARE A DEBTOR TO YOU. YOU ACKNOWLEDGE AND AGREE THAT WE CANNOT ENSURE THAT ITEMS YOU SUBMIT WILL BE PROTECTED FROM THEFT OR MISUSE. WE HAVE NO LIABILITY ARISING FROM A FAILURE OF ANY SYSTEM OR FEATURE THAT LIMITS CUSTOMER USE OF ITEMS.