This is my first pair of shoes without clips and I have to say I love them. The upper was quite stiff to begin with, but after wearing it for about 30km the upper softened up nicely. I felt that the upper was able to repel a small amount of water, and with the help of a removable insole, the shoe was able to dry well after sitting in a well-ventilated area. I don't know if it was my position in the boots or my small shoe size, but I felt like my crankbrothers boots would scratch the floor when walking, so maybe you should keep that in mind. In general, this is a very nice and comfortable cycling shoe.