Last Updated: July 3, 2023
This website is operated by Swag.com, LLC (“Swag”, “we”, or “us”).
These Website Terms of Use (the “Terms of Use”) set forth the legal contract
between you (“User” or “you” or “your”) and Swag regarding your access
to and use of the website available at Swag.Space (collectively, with any other
microsites or other digital properties operated by Swag related to the Services (as defined below),
the “Site”) as a visitor. Should you apply as a member of Swag Space (as defined below) or
reseller (“Reseller”), the Reseller Terms of Service (“Reseller Terms”), will be made available
for your review and acceptance during the Reseller application process, and the Reseller Terms, once accepted,
will govern your access to and use of Swag Space as a Reseller.
“Swag Space” is collectively the Site and the Services. The “Services” are collectively all
services, tools, software, and functionalities we may provide through or in connection with the Site
including (a) tools for Resellers having an account with Swag to build online custom merchandise or
“swag” stores (each, a “Branded Storefront”) and sell custom merchandise to customers (whether
online (via the Branded Storefront) or offline), and (b) printing and fulfillment services.
Before you use the Site, you must read, agree with, and accept all of the terms and conditions contained or referenced
in these Terms of Use, including the Privacy Policy.
What We Do
Application to be a Reseller and Account Creation
Intellectual Property Infringement and DMCA
Disclaimer; Indemnity; Limitation of Liability
We provide an online custom merchandise commerce platform for Resellers to sell customized products (“Customized Products”). We also provide the related printing, fulfillment, and, if selected, inventory services. Using Swag Space, Resellers sell Customized Products to their customers through a Branded Storefront. We provide the blank merchandise products (products that are blank, prior to being imprinted upon), the customization services (i.e., printing services), the delivery of final Customized Products to the Reseller’s customers and if selected, certain inventory services. Each Reseller is responsible for managing its Branded Storefront, the contract terms with Reseller’s customers and all aspects of customer service with Reseller’s customers, including, but not limited to, generating business, marketing and advertising, providing promotional discounts (at Reseller’s discretion), and handling any order issues, returns and refunds. Resellers are responsible for all content (e.g., designs, logos) of their customers submitted to Swag for the Customized Products.
We may alter the Site, Swag Content (as defined below) or the Services we offer you or we may choose to modify, suspend or discontinue the Site (or any feature thereof) at any time and without notifying you.
We may also change, update, add or remove provisions of these Terms of Use from time to time. We will inform You of any modifications to these Terms of Use by posting them on the Site.
We recommend that you review these Terms periodically.
If you object to any such modifications, your sole recourse shall be to cease using Swag Space. Continued use of Swag Space following notice of any such modifications
indicates that you acknowledge and agree to be bound by the modifications. Also, please know that these Terms of Use may be superseded by expressly-designated
legal notices or terms located on particular features or pages of the Site. These expressly-designated legal notices or terms are incorporated into these
Terms of Use and supersede the provision(s) of these Terms of Use that are designated as being superseded.
Intellectual Property. You acknowledge and agree that Swag Space (its entire contents, features and functionality), Swag Content (as defined below), Swag Marks
(as defined below), and any other proprietary rights related thereto or appearing on Swag Space, are owned by or licensed to Swag, its licensors or other
providers of such material, and are protected by copyrights, trademarks, service marks, patent rights, trade secrets and/or other proprietary rights
(“Intellectual Property”). As between you and Swag, Swag reserves all right, title, and interest, in and to Swag Space, the Swag Content and the Swag Marks.
You may only use Swag Space and the Swag Content (and the Intellectual Property) as expressly permitted in these Terms and for no other purpose.
The following are certain definitions used here in:
“Swag Content” means and includes, without limitation, information, data, photos, images, text, comments, artwork, fonts, designs, software, graphics,
sounds, music, videos, interactive features, writings, notes, and other elements and materials, in any media or format now known or here in after
devised, whether physical, electronic, digital, analog or otherwise that is owned or controlled by Swag.
“Swag Marks” means and include, without limitation, trademarks, service marks, trade dress, domain names, logos, business and product names,
slogans, and registrations and applications for registration thereof owned and/or in use or controlled by Swag or other entities.
The Site as a whole is copyrighted as a collective work, and content appearing on or accessible through the Site, is owned by or licensed to Swag and
is likewise subject to copyright protection domestically and internationally. Content on Swag Space is provided to you AS IS for use only in connection
with your authorized use of Swag Space and the Services and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold,
licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of Swag or the respective owners. You agree to not engage
in the use, copying, or distribution of any of the Swag Content other than expressly permitted herein. You must abide by all copyright notices, information, or
restrictions contained in or attached to any Content.
You agree not to circumvent, disable or otherwise interfere with security related features of the Site or features that prevent or restrict use or copying
of Swag Content or enforce limitations on use of the Site or the Swag Content therein. You may not modify, edit, copy, reproduce, create derivative works of,
reverse engineer, alter, enhance or in any way exploit any of Swag Space or the Swag Content in any manner not authorized herein. Please refer to our Unauthorized Uses
section below for more information pertaining to the use of Swag Space. You agree to be liable for any damages resulting from any infringement of copyright, trademark,
or other proprietary right, or any other harm resulting from your use of Swag Space.
All Swag Marks not owned by Swag that appear on the Site are the property of their respective owners and are used by permission.
Ownership of Swag Marks and the goodwill associated there with remains with us or with those other entities.
We authorize your use of Swag Space only for the authorized and permitted purposes set forth herein. Any other use of Swag Space is
prohibited and, therefore, constitutes unauthorized use of Swag Space.
When using Swag Space, you agree not to engage in any illegal, dangerous, seditious, offensive or otherwise undesirable (as determined
by Swag in its sole discretion) activities, including, but not limited to: (a) submitting or sharing content that is patently offensive to the online
community, and which contains unacceptable elements (such as, for example, content that is threatening or promotes racism or hatred); (b) using any robot,
spider or other automatic device, or a manual process, to monitor or copy user information, content, or any information contained within Swag Space; (c) using
any device, software or routine to interfere or attempt to interfere with the proper working of the Site infrastructure; (d) decompiling, reverse engineering,
disassembling or otherwise attempting to obtain the source code for the Site; (e) in any manner that violates any local, state, national, foreign, or international
statute, regulation, rule, order, treaty, or other law; (f) in a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of the Site; (g) to
interfere with or disrupt the Site or servers or networks connected to the Site; or (h) to attempt to gain unauthorized access to any portion
of the Site or any other accounts, computer systems, or networks connected to the Site, whether through hacking, password mining, or any other means.
This list of prohibitions provides examples and is not complete or exclusive. Swag reserves the right in its sole discretion to
prohibit your access to the Site for such activities or for any other reason and we may take legal action to enforce our rights.
Swag may report to law enforcement authorities any actions that may be illegal, and any reports it receives of such conduct. When legally required or
at Swag’s discretion, Swag will cooperate with law enforcement agencies in any investigation of alleged illegal activity on the Site or on the Internet.
You agree to hire attorneys to defend us if you violate these Terms of Use and that violation results in a problem for us. You also agree to pay any damages
that we may end up having to pay as a result of your violation. You alone are responsible for any violation of these Terms of Use by you. We reserve the right to
assume the exclusive defense and control of any matter otherwise subject to indemnification by you and, in such case, you agree to cooperate with our defense of such claim.
We think links are convenient, and we sometimes provide links on the Site to third-party websites. If you use any of these links, you will leave the Site.
We are not obligated to review any third-party websites that you link to from the Site, we do not control any of the third-party websites, and we are not responsible
for any of the third-party websites (or the products, services, or content available through any of them). Thus, we do not endorse or make any representations about
such third-party websites, any information, software, products, services, or materials found there or any results that may be obtained from using them. If you
decide to access any of the third-party websites linked to from this Site, you do this entirely at your own risk and you must follow the privacy policies and terms and
conditions for those third-party websites. Certain areas of the Site may allow you to interact and/or conduct transactions with one or more third-party websites, and,
if applicable, allow you to configure your privacy settings in that third-party website account to permit your activities on this Site to be shared with your contacts in
your third-party site account.
Swag respects the intellectual property rights of others and we expect you to do the same. Accordingly, we have a policy of removing content that violates the
intellectual property rights of others, suspending access to Swag Space (or any portion thereof) by any Reseller who uses the Site in violation of someone’s
intellectual property rights, and/or terminating in appropriate circumstances such Reseller’s Account and Reseller’s Branded Storefront if the Reseller is using
Swag Space in violation of someone’s intellectual property rights.
DMCA Notification: If you believe your copyright, or other intellectual property rights have been infringed by content appearing in a Reseller’s Branded
Storefront or on Swag Space, we ask that you please provide the following information required by the Online Copyright Infringement Liability Limitation Act of
the Digital Millennium Copyright Act, 17 U.S.C. 512: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive
right that is allegedly infringed; (2) identification of the copyright 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; (3) 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; (4) information reasonably sufficient to permit us to contact the complaining party; (5) 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 (6) 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.
Send such notice as directed above to: Attn: Swag Space, Legal DMCA Agent, Email: contact@swag.space.
Counter Notification: If you posted the content at the above-listed location and you have a good-faith belief that such content was removed or blocked as a result of a mistake or misidentification or that you have the authorization from the copyright owner or pursuant to the law to use and display such content, you may send us a written Counter Notification at the address noted below. In order for us to act upon your Counter Notification, the Counter Notification must be in writing and contain the following information:
Please send your Counter Notification to: Attn: Swag Space, Legal DMCA Agent, Email: contact@swag.space.
Please be advised that Swag will forward a copy of any Counter Notification to the individual who originally sent the Notice of Claimed Infringement.
Unless such individual notifies Swag that an action has been filed seeking a court order to enjoin you from posting the allegedly infringing content,
Swag will replace the removed content or reinstate access to the blocked content (as applicable) in 10-14 business days after receiving your Counter Notification.
In accordance with the DMCA and other applicable law, Swag has adopted a policy of terminating, in appropriate circumstances and at Swag’s sole discretion,
the Accounts of Resellers or other Users, as applicable, who are deemed to be repeat infringers. Swag may also at its sole discretion limit access to Swag
Space and/or terminate the accounts of any Reseller or other Users who infringe any intellectual property rights of others,
whether or not there is any repeat infringement.
DISCLAIMER. YOUR USE OF SWAG SPACE IS AT YOUR SOLE RISK. SWAG PROVIDES SWAG SPACE “AS IS” AND “AS AVAILABLE.” SWAG HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES THAT ARISE FROM COURSE OF DEALING OR USAGE OF TRADE OR BUSINESS AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. SWAG MAKES NO WARRANTY THAT (A) SWAG SPACE OR THE CUSTOMIZED PRODUCTS WILL MEET YOUR REQUIREMENTS; (B) SWAG SPACE IS ERROR FREE, WILL OPERATE WITHOUT INTERRUPTION OR WITHOUT DEFECT, OR (C) DATA STORED WITHIN THE SITE AND/OR BY SWAG PURSUANT TO THESE TERMS WILL NOT BE LOST. SWAG DISCLAIMS ANY WARRANTY, COVENANT OR REPRESENTATION UNDER THESE TERMS TO ANY PERSON OTHER THAN YOU.
Indemnification. You agree to indemnify, defend and hold harmless Swag, its affiliates, parent entity, officers, directors, employees, consultants, and agents (collectively, the “Swag Parties”), from and against any claims, obligations, losses, costs, liabilities, expenses or debt (including without limitation reasonable attorneys’ fees both for defending such claim and enforcing the terms of this section) or damages asserted against or suffered by Swag as a result of or related to: (i) a breach of these Terms of Use by you; (ii) your use of Swag Space; (iii) your failure to comply with any applicable law, regulation, statute, or rule; or (iv) your violation of any third party right, including without limitation any intellectual property right. Swag reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section, and you agree to cooperate with any reasonable requests assisting Swag’s defense of such matter. You may not settle or compromise any claim against the Swag Parties without Swag’s written consent. These terms will inure to the benefit of successors, assignees, and licensees. These obligations will survive these Terms of Use and your use of Swag Space.
LIMITATION OF LIABILITY. USE OF SWAG SPACE (AND SWAG CONTENT) IS AT YOUR OWN RISK. REGARDLESS OF THE THEORY OF LAW AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
IN NO EVENT SHALL SWAG, ITS EMPLOYEES, CONTRACTORS, AGENTS, OR AFFILIATES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL,
CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR USE), EVEN IF SWAG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
FURTHER, SWAG, ITS EMPLOYEES, CONTRACTORS, AGENTS, OR AFFILIATES WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH:
(I) THE INABILITY TO USE THE SITE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES; (III) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY EITHER PARTY IN
CONNECTION WITH THESE TERMS OR YOUR USE OF OR ACCESS TO THE SITE; OR (IV) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS
OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA. SWAG’S AGGREGATE LIABILITY UNDER THESE TERMS WILL BE LIMITED TO THE LESSER OF (A) THE AGGREGATE BASE PRICE
AMOUNTS (PRIOR TO YOUR PAYMENT BEING ADDED) PAID BY YOU OR YOUR CUSTOMERS TO SWAG FOR CUSTOMIZED PRODUCTS ORDERED FROM SWAG IN THE LAST SIX (6) MONTHS, OR (B)
ONE THOUSAND DOLLARS ($1,000.00).
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES.
ACCORDINGLY, SOME OF THE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. THE FOREGOING SECTIONS TITLED “DISCLAIMER” AND
“LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER APPLICABLE LAWS. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID
UNDER THE LAWS OF THE JURISDICTION APPLICABLE TO YOU, THE INVALIDITY OF SUCH PORTION WILL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.
These Terms of Use will be governed by the laws of the Commonwealth of Virginia and applicable U.S. federal law, without regard to the choice or conflicts
of law provisions. Unless we expressly indicate so, foreign laws do not apply. Any disputes relating to these Terms of Service will be heard in the courts
located in Fairfax County, Virginia. If any of these Terms of Use are deemed inconsistent with applicable law, then such term(s) shall be interpreted to
reflect the intentions of the parties, and no other terms will be modified. By choosing not to enforce any of these Terms, we are not waiving our rights.
The proprietary rights, disclaimer of warranties, any representations made by you, indemnities, limitations of liability and general provisions shall
survive any termination of these Terms of Use. These Terms of Use are binding on the parties, their successors and assigns. You shall not assign these
Terms of Use without the express written consent of Swag. Any attempt by you to assign or transfer these Terms of Use shall be null and void.
There are no representations, promises, warranties or understandings relied upon by you which are not contained herein. If any provision of
these Terms is found unenforceable, the remaining provisions shall continue in full force and effect.
If you have any questions about these Terms or otherwise need to contact us for any reason, you can reach us at contact@swag.space.
