1. Introduction.

BabySwap and BabySwap, Inc., including subsidiaries and affiliates (herein referred to as "Website Owner" or "we" or "us" or "our") provides the information contained on this website or any of the pages comprising the BabySwap.net, (also known as BabySwap.ca, BabySwap.us, and BabySwap.org) ("website") to visitors ("visitors") (cumulatively referred to as "you" or "your" hereinafter) subject to the terms and conditions set out in these website terms and conditions, the Privacy Policy and any other relevant terms and conditions, policies and notices which may be applicable to a specific section or module of this website. By using this service, you agree to comply with and be bound by these terms.

2. Information on the Website.

Whilst every effort is made to update the information contained on this website, neither the Website Owner nor any third party or data or content provider make any representations or warranties, whether express, implied in law or residual, as to the sequence, accuracy, completeness or reliability of information, opinions, any share price information, research information, data and/or content contained on the website (including but not limited to any information which may be provided by any third party or data or content providers) ("information") and shall not be bound in any manner by any information contained on the website. The Website Owner reserves the right at any time to change or discontinue without notice, any aspect or feature of this website. No information shall be construed as advice and information is offered for information purposes only and is not intended for trading purposes. You and your company rely on the information contained on this website at your own risk. If you find an error or omission at this site, please let us know by sending an email to info@babyswap.net.

3. Trade Marks.

The trade marks, names, logos and service marks (collectively "trade marks") displayed on this website are registered and unregistered trade marks of the Website Owner. Nothing contained on this website should be construed as granting any license or right to use any trade mark without the prior written permission of the Website Owner.

4. External Links.

External links may be provided for your convenience, but they are beyond the control of the Website Owner and no representation is made as to their content. Use or reliance on any external links and the content thereon provided is at your own risk. When visiting external links you must refer to that external websites terms and conditions of use. No hypertext links shall be created from any website controlled by you or otherwise to this website without the express prior written permission of the Website Owner. Please contact us at info@babyswap.net if you would like to link to this website.

5. Public Forums and User Submissions.

The Website Owner is not responsible for any material submitted to the public areas by you (which include classified ads, hosted pages, forum based chat rooms, or any other public area found on the website.) Any material (whether submitted by you or any other user) is not endorsed, reviewed or approved by the Website Owner. The Website Owner reserves the right to remove any material submitted or posted by you in the public areas, without notice to you, if it becomes aware and determines, in its sole and absolute discretion that you are or there is the likelihood that you may, including but not limited to -

5.1 defame, abuse, harass, stalk, threaten or otherwise violate the rights of other users or any third parties;

5.2 publish, post, distribute or disseminate any defamatory, obscene, indecent or unlawful material or information;

5.3 post or upload files that contain viruses, corrupted files or any other similar software or programs that may damage the operation of the Website Owner's and/or a third party's computer system and/or network;

5.4 violate any copyright, trade mark, other applicable State or Federal Laws of the United States or international laws or intellectual property rights of the Website Owner or any other third party;

5.5 submit contents containing marketing or promotional material which is intended to solicit business.

You also acknowledge and understand that there is some degree of risk associated with participating in an online exchange of information and therefore you accept the risk that you may be exposed to information which is offensive, inaccurate, indecent, misleading or otherwise objectionable.

 6. Specific Use.

The Website Owner grants you a limited, revocable, nonexclusive license to access the website in order to (1) list your maternity and infant products for resale; (2) list your maternity and infant related service as a form of advertisement in the Services section of the website; (3) search for maternity and infant related goods and services for the purpose of purchasing goods and services; (4) use the information contained on the Website to contact sellers of goods and services for the sole and exclusive use of obtaining information about those goods and services listed and/or making related inquiries; (5) participating in the on-line forums. This license does not include any derivative use such as data collection or copying of materials, scripts, webpages or related information. You agree to not engage in any use of the Website without express permission granting you a license to engage in that use from the Website Owner.

You further agree not to use the website to send or post any message or material that is unlawful, harassing, defamatory, abusive, indecent, threatening, harmful, vulgar, obscene, sexually orientated, racially offensive, profane, pornographic or violates any applicable law, including trademark and copyright laws, and you hereby indemnify and hold the Website Owner, its officers, directors, subsidiaries, agents, assigns, successors, affiliates, employees, harmless against any loss, liability, damage or expense of whatever nature which the Website Owner, or any third party may suffer which is caused by or attributable to, whether directly or indirectly, your use of the website to send or post any such message or material.

Your use of the BabySwap websites signifies your and agreement of its Privacy Policy. You further agree that the Website Owner may, in its sole discretion, preserve or disclose your content as well as your information such as email addresses, IP addresses, timestamps, and other user information, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: comply with legal process, enforce the Terms and Conditions of using this website, respond to claims that any content violates the rights of third parties, respond to claims that contact information (i.e. phone number, street address) of a third party has been posted or transmitted without their consent or as a form of harassment, protect the rights, property or personal safety of the Website Owner, his/her/its users and the general public.

You further agree not to use the email addresses contained on the website to send unsolicited emails or advertisements to users. Any unauthorized use of the Website Owner’s computer systems, including but not limited to, sending unsolicited email, violates both federal and state law, including but not limited to, the Computer Fraud and Abuse Act, (18 U.S.C. section 1030, et seq., California Penal Code, section 502, and the California Business and Professions Code, section 17538.45. Such violations may subject the sender and his or her agents, successors and assigns to civil and criminal penalties.

6.1 Goods and Services Featured in Gallery

The Website Owner reserves the right to feature goods and/or services listed on the Website in the “Featured Gallery” and “Gallery of Featured Classifieds Sections” of the website. The Website Owner will only feature goods and services of those users who have given permission to do so by checking the box next to the request stated as follows: “If you would like your item featured on our gallery, please check the box.” By checking this box, you understand and agree that the Website Owner has made no warranties, representations, statements or guarantees (whether express, implied in law or residual) regarding whether, in fact, a particular good or service will be featured in any of the online galleries. You further acknowledge and agree that the Website Owner has the sole discretion to decide which goods or services will be featured and that the “gallery featured” service is purely an optional service. You hereby release the Website Owner from any liability, claims, and/or damages resulting from the fact a particular good or service was not featured in one of the website galleries.

7. Warranties.

The Website Owner makes no warranties, representations, statements or guarantees (whether express, implied in law or residual) regarding the website, the information contained on the website, your or your company's personal information or material and information transmitted over our system.

All goods and services listed on the Website are provided on an “as is” or “as available” basis, without any warranties of any kind whatsoever. All express and implied warranties, including but not limited to, the warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights, are expressly disclaimed to the fullest extent as permitted by law. To the fullest extent permitted by law, the Website Owner disclaims any warranties for the security, reliability, timeliness, accuracy and performance of the website and the service, any warranties for other services or goods received through or advertised on the website or the sites or services accessed through any links on the website, and any warranties for viruses other than or other harmful components in connection with the website or service.

8. Disclaimer of Liability.

The Website Owner shall not be responsible for and disclaims all liability for any loss, liability, damage (whether direct, indirect or consequential), personal injury or expense of any nature whatsoever which may be suffered by you or any third party (including your company), as a result of or which may be attributable, directly or indirectly, to your access and use of the website, any information contained on the website, your or your company's personal information or material and information transmitted over our system. In particular, neither the Website Owner nor any third party or data or content provider shall be liable in any way to you or to any other person, firm or corporation whatsoever for any loss, liability, damage (whether direct or consequential), personal injury or expense of any nature whatsoever arising from any delays, inaccuracies, errors in, or omission of any share price information or the transmission thereof, or for any actions taken in reliance thereon or occasioned thereby or by reason of non-performance or interruption, or termination thereof.

9. Use and Termination of Use of the Website.

The Website Owner does not make any warranty or representation that information on the website is appropriate for use in any jurisdiction (other than California). By accessing the website, you warrant and represent to the Website Owner that you are legally entitled to do so and to make use of information made available via the website.

You agree that the Website Owner, may unilaterally delete or deactivate your account, block your email or your IP address, or otherwise terminate your access to the website immediately and without notice, and remove and discard any content within the service, for any reason, including but not limited to, the Website Owner’s belief that you violated the Terms and Conditions set forth herein. Further, you agree that the Website Owner shall not be liable to you or any third party for any termination of your access to the service. Further, you agree that you not attempt to use the service at anytime after you have been terminated but said termination will not relinquish your obligations under these Terms.

10. Dealings with Third Parties.

Any dealings on the Website or interactions you have with third parties found by using this Website Service is at your own risk. This includes but it not limited to: payment for goods and/or services and any terms or conditions, representations or warranties associated with such dealings or interactions. You agree that the Website Owner and his/her/its officers, directors, employees, agents and successors are not liable for any loss or damages associated with such dealings. You also agree that if any dispute should arise between yourself and another party or user, that the Website Owner is under no obligation to become involved for any reason and if such dispute does arise you hereby agree to release the Website Owner, its officers, directors, employees, agents and successors from any claims, loss, demands and damages of any kind arising out of such dispute. All California residents agree to wave California Civil Code Section 1542, which states,

A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must, have materially affected his settlement with the debtor.”

11. General

11.1 Entire Agreement.

These website terms and conditions constitute the sole record of the agreement between you and the Website Owner in relation to your use of the website. Neither you nor the Website Owner shall be bound by any express tacit or implied representation, warranty, promise or the like not recorded herein. Unless otherwise specifically stated these website terms and conditions supersede and replace all prior commitments, undertakings or representations, whether written or oral, between you and the Website Owner in respect of your use of the website.

11.2 Alteration.

The Website Owner may at any time modify any relevant terms and conditions, policies or notices. You acknowledge that by visiting the website from time to time, you shall become bound to the current version of the relevant terms and conditions (the "current version") and, unless stated in the current version, all previous versions shall be superseded by the current version. You shall be responsible for reviewing the then current version each time you visit the website.

11.3 Conflict.

Where any conflict or contradiction appears between the provisions of these website terms and conditions and any other relevant terms and conditions, policies or notices, the other relevant terms and conditions, policies or notices which relate specifically to a particular section or module of the website shall prevail in respect of your use of the relevant section or module of the website.

11.4 Waiver.

No indulgence or extension of time which either you or the Website Owner may grant to the other will constitute a waiver of or, whether by estoppel or otherwise, limit any of the existing or future rights of the grantor in terms hereof, save in the event or to the extent that the grantor has signed a written document expressly waiving or limiting such rights.

11.5 Cession.

The Website Owner shall be entitled to cede, assign and delegate all or any of its rights and obligations in terms of any relevant terms and conditions, policies and notices to any third party.

11.6 Severability.

All provisions of any relevant terms and conditions, policies and notices are, notwithstanding the manner in which they have been grouped together or linked grammatically, severable from each other. Any provision of any relevant terms and conditions, policies and notices, which is or becomes unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality, unlawfulness or for any reason whatever, shall, in such jurisdiction only and only to the extent that it is so unenforceable, be treated as pro non scripto and the remaining provisions of any relevant terms and conditions, policies and notices shall remain in full force and effect.

11.7 Applicable laws.

Any relevant terms and conditions, policies and notices shall be governed by and construed in accordance with the laws of the State of California without giving effect to any principles of conflict of law. You hereby consent to the exclusive jurisdiction of the State Court of California in respect of any disputes arising in connection with the website, or any relevant terms and conditions, policies and notices or any matter related to or in connection therewith.

11.8 Violation of Terms and Liquidated Damages.

You agree to report any violations of these terms to legal@babyswap.net.

You understand and agree that if the Website Owner is required pursue legal action to enforce these Terms, you will be liable to pay the Website Owner the following liquidated damages amounts, which you accept are reasonable estimates of the Website Owner’s damages for the specified breaches of these Terms:

a. For the sending of unsolicited email advertisements to email address which were obtained by you from the website, you agree to pay the Website Owner one thousand ($1000) for each such email.

 b. For the posting of any message that (1) impersonates any entity or person; (2) falsely states or otherwise misrepresents your affiliation with any entity or person; or (3) includes personal or identifying information about another person without that person's explicit consent, you agree to pay the Website Owner five hundred dollars ($500.00) for each such message.

 c. For the posting of any messages in violation of these Terms , other than as described above, you agree to pay the Website Owner five hundred dollars ($500) for each such message.

 d. For the unauthorized reproduction of any content (except for your own content) found on the website in violation of these Terms without the Website Owner’s express written permission, you agree to pay the Website Owner five thousand ($5,000) for each day on which you engage in such conduct.

 Otherwise, you agree to pay the Website Owner’s actual damages, to the extent such actual damages can be reasonably calculated. Notwithstanding any other provision of these Terms, the Website Owner retains the right to seek any equitable remedies, including but not limited to, specific performance of any term contained in these Terms, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in these Terms, or any combination thereof.

11.9 Comments or Questions.

If you have any questions, comments or concerns arising from the website, the Privacy Policy or any other relevant terms and conditions, policies and notices or the way in which we are handling your personal information please email us at legal@babyswap.net.