This version in effect as of January 20th, 2017
Please read carefully. YOUR USE OF THIS WEB SITE (hereinafter the "Website") CONSTITUTES YOUR UNCONDITIONAL ACCEPTANCE OF THESE TERMS AND CONDITIONS OF USE. If you do not agree with any of these Terms and Conditions of Use, do not use this Website. Birks Group Inc. ("Birks") reserves the right to update or modify these Terms and Conditions of Use at any time without prior notice. We encourage you to review these Terms and Conditions of Use whenever you visit this Website.
- License. When You, the user (referred to alternatively herein as "You", "Your" and "Yourself"), use the Website, Birks grants a limited revocable license to You to use the Website solely on behalf of Yourself or Your organization or company for personal, non-commercial use and solely in compliance with these Terms and Conditions of Use. You may download or copy the contents and other downloadable materials displayed on the Website for Your personal use only. No right, title or interest in any downloaded materials or software is transferred to You as a result of any such downloading or copying. This license expressly prohibits You, without limitation, from reselling the Website or any portion thereof or the services offered by Birks, making any derivative work of the Website, collecting or using e-mail addresses or other information, ratings or listings, or extracting or mining any data whatsoever. You may use this Website for legitimate informational and shopping purposes only. You may not harm the Website in any way or otherwise use the Website in any improper manner, including, but not limited to hacking into the Website's systems, spoofing or faking e-mail headers or slowing or stopping the functionality of the Website.
- Registration and Password: In the event that You register and/or purchase product through this Website, You agree to: (a) provide true, accurate, current and complete information about Yourself as prompted by the registration form. If You provide any information that is untrue, inaccurate, not current or incomplete, or Birks suspects, for any reason, that such information is untrue, inaccurate, not current or incomplete, Birks, in its sole discretion, has the right to suspend or terminate Your account and refuse any and all current or future use of the Website by You. You will create a password and account designation upon completing the registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under Your password or account. You agree to (a) immediately notify Birks of any unauthorized use of Your password or account or any other breach of security, and (b) ensure that You exit from Your account at the end of each session. Birks will not be liable for any loss or damage arising from Your failure to comply with this paragraph.
- Links to Other Websites. References on this Website to any name, marks, products or services of third parties or hypertext links to third party sites or information are provided solely as a convenience to You and do not in any way constitute or imply an endorsement, sponsorship or recommendation by Birks regarding the third party information, product or service. These sites are maintained by third parties over whom Birks exercises no control. Birks has not reviewed all sites linked to this Website and Birks expressly disclaims any responsibility for the content, the accuracy of the information, and/or the quality of products or services provided by or advertised on these third-party web sites. If You decide to link to any such third party site, You do so at Your own risk.
- Statements Made in Describing Goods. BIRKS DOES NOT WARRANT THAT THE WEBSITE OR THE MATERIALS CONTAINED THEREIN WILL BE ACCURATE, RELIABLE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE, OR THE SERVER THAT MAKES IT AVAILABLE, IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BIRKS CANNOT BE HELD RESPONSIBLE FOR ERRORS AND OMISSIONS IN ANY CATALOG, PRODUCT ADVERTISING MATERIAL, OR WEBSITE, ANY GLOSSARIES CONTAINED WITHIN THE WEBSITE, OR ANY SUPPLEMENTAL MATERIAL. MATERIAL ON THE WEBSITE ALSO MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND MAY BE CHANGED OR UPDATED WITHOUT NOTICE; BIRKS WILL NOT BE LIABLE OR RESPONSIBLE FOR ANY SUCH INACCURACIES, ERRORS, CHANGES, OR UPDATES. BIRKS IN ITS SOLE DISCRETION MAY ADD, DELETE, OR CHANGE SOME OR ALL SERVICES OFFERED VIA THE WEBSITE AT ANY TIME.
- Permission to Use Your Content. All information, ideas, suggestions or other communications You transmit to Birks concerning the materials contained in this Website shall be on a non-confidential basis. By transmitting any suggestions, information, material, or other content (collectively, "User Content") to Birks, You automatically grant Birks the royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, redistribute, transmit, perform and display such User Content (in whole or part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed for the full term of any rights that may exist in such User Content. Further, Birks is free to use any ideas, concepts, know-how, techniques, and suggestions contained in any communications You send to this Website without compensation to You and for any purpose whatsoever, including but not limited to creating, manufacturing, and marketing products and/or services using such information.
- Your Representations & Indemnification Obligations. You expressly represent and warrant to Birks that You will use this Website, and any products purchased from Birks, in accordance with all applicable local, provincial, state, national and international laws, and in accordance with these Terms and Conditions of Use. You agree to defend, indemnify, and hold harmless Birks, its subsidiaries and affiliates, and all of their respective employees, agents, directors, officers, proprietors, partners, representatives, shareholders, servants, attorneys, predecessors, successors, assigns, agents, licensors, and third party providers to the Website from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses (including reasonable attorneys' fees and litigation expenses), relating to or arising from (a) Your use of the Website; or (b) any breach by You of these Terms and Conditions of Use. You hereby waive and release Birks from all rights of contribution or indemnity to which You otherwise may be entitled. Birks reserves the right to assume, at its sole expense, the exclusive defence and control of any matter subject to indemnification by You, in which event You will fully cooperate with Birks in asserting any available defences.
- DISCLAIMER OF WARRANTIES. THIS WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE WEBSITE IS ENTIRELY AT YOUR OWN RISK. BIRKS EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, REGARDING THE OPERATION OF THE WEBSITE OR THE INFORMATION, CONTENT, MATERIALS, MERCHANDISE, OR PRODUCTS INCLUDED OR DISPLAYED ON THIS WEBSITE OR ANY PRODUCTS OFFERED OR AVAILABLE THROUGH THE WEBSITE OR THE CATALOG, EXCEPT AS SET FORTH BELOW. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, BIRKS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE, BY YOUR USE OF THE BIRKS WEBSITE, THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK. THIS DISCLAIMER DOES NOT APPLY TO ANY PRODUCT WARRANTY OFFERED BY THE MANUFACTURER OF THE ITEM. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. SOME PROVINCES AND STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU. If, for any reason, You are not completely satisfied with any purchase, simply return it to Birks within 30 days of purchase for full credit or exchange. The item must be in its original packaging. Return shipping charges must be prepaid by You and You must insure the shipment or accept the risk of loss or damage during shipment. All warranty materials and the original receipt must be included with any returned purchases. The item must not have been worn or altered in any way. Return Policy for Special Orders: Special Order sales are final.
- Colors and Pricing: Birks makes every effort to display as accurately as possible the colors of its products that appear on the Website. However, as the actual colors You see will depend on Your device’s display, Birks cannot guarantee that Your device’s display of any color will be accurate. While Birks strives to provide accurate product and pricing information, pricing or typographical efforts may occur. Birks cannot confirm the price of an item until after You order. In the event that an item is listed at an incorrect price or with incorrect information due to an error in pricing or product information, Birks shall have the right, in its sole discretion to refuse or cancel any orders placed for that item. In the event that an item is mispriced, Birks may, at its discretion, either contact You with instructions or cancel Your order and notify You of such cancellation. Prices and availability are subject to change without notice.
- Acceptance: Please note that there may be certain orders that Birks is unable to accept and must cancel. Birks reserves the right, at its sole discretion, to refuse or cancel any order for any reason. Some situations that may result in Your order being cancelled include limitations on quantities available for purchase, inaccuracies or error in product origin information, or problems identified as part of credit and fraud avoidance. Birks also may require additional verification or information before accepting any order. Birks will contact You if all or any portion of Your order is cancelled or if additional information is required to accept Your order. If Your order is cancelled after Your credit card has been charged, Birks will issue a credit to Your credit card in the amount of the charge. The receipt of an e-mail order confirmation does not constitute the acceptance of an order or a confirmation of an offer to sell. Birks reserves the right, without prior notification, to refuse service to any customer.
- Quantity Limits and Dealer Sales: Birks reserves the right to limit the quantity of items purchased per person, per household, or per order. These restrictions may be applicable to orders placed by the same Birks account, the same credit card, and also to orders that use the same billing and/or shipping address. Birks will provide notification to the customer e-mail and/or billing address should such limits be applied. Birks also reserves the right to prohibit sales to dealers, wholesalers and re-sellers.
- Shipment of Orders: Items ordered through Birks are shipped restricted registered mail or courier on approval. A street address is required for delivery. Delivery in Canada and the continental United States: Merchandise will be delivered standard ground transportation, which takes up to 10 business days. You may request express delivery, which takes approximately 3 business days, for an additional charge. Processing time for in stock items is approximately 5 business days. Delivery times do not include processing time. Delivery outside Canada and the continental United States: Additional shipping charges may apply. A Birks representative will contact You to discuss shipping options and charges.
- Tax: Unless you provide Birks with a valid and accurate tax-exemption certificate applicable to your product purchase and ship-to location, you are responsible for sales tax and any other taxes or governmental fees associated with your order. You may qualify for tax exemptions from time to time in which case Birks requests that You provide it with a valid certificate of exemption or other appropriate documentary proof of exemption. The charges stated in the order or any invoice shall be inclusive of all duties, levies or any similar charges and shall exclude GST, QST, PST, HST or other VAT or equivalent sales or use tax (each, a "VAT"). Unless otherwise specified in writing by Birks, You shall pay all freight, insurance, and taxes (including but not limited to import or export duties, sales, use, value add, and excise taxes). Birks shall provide You with a valid invoice in accordance with VAT requirements or other applicable law. In the event that You are required by law to make a withholding or deduction in respect of the price payable to Birks, You will make the relevant payments to Birks net of the required withholding or deduction. You will supply to Birks evidence (e.g. official withholding tax receipts and proof of remittance), to the reasonable satisfaction of Birks, that You have accounted to the relevant authority for the sum withheld or deducted. If such evidence is not provided to Birks within 60 days of remittance to the applicable tax authority, Birks will impose a penalty payment on You, and You will be liable for such penalty, in the amount of the withholding imposed on that particular transaction.
- LIMITATION OF LIABILITY: NEITHER BIRKS NOR ITS PARENT, SUBSIDIARIES, OR AFFILIATES NOR ANY OF THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, EMPLOYEES, PROPRIETORS, PARTNERS, REPRESENTATIVES, SHAREHOLDERS, SERVANTS, ATTORNEYS, PREDECESSORS, SUCCESSORS, OR ASSIGNS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING DIRECTLY OR INDIRECTLY FROM ANY USE OF THE WEBSITE OR THE CATALOG, THE INABILITY TO USE THIS WEBSITE, THE INFORMATION CONTAINED ON THE WEBSITE OR THE CATALOG, PRODUCTS AVAILABLE OR PURCHASED THROUGH THE WEBSITE OR THE CATALOG, OR TRANSACTIONS CONDUCTED AT THE WEBSITE OR ARISING FROM THE CATALOG, EVEN IF BIRKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. BECAUSE SOME PROVINCES AND STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF BIRKS OR ITS AFFILIATES ARISING DIRECTLY OR INDIRECTLY FROM THIS WEBSITE OR ANY PRODUCTS AVAILABLE OR PURCHASED THROUGH THE WEBSITE OR THE CATALOG EXCEED THE LESSER OF THE AMOUNT PAID BY YOU TO BIRKS FOR ANY SINGLE RELEVANT PRODUCT AT ISSUE OR ONE THOUSAND DOLLARS ($1,000). YOU HEREBY ACKNOWLEDGE THAT ALL OF THE PROVISIONS OF THIS SECTION WILL APPLY TO ALL USE OF THE WEBSITE OR THE CATALOG, THE INFORMATION CONTAINED ON THE WEBSITE OR THE CATALOG, PRODUCTS AVAILABLE OR PURCHASED THROUGH THE WEBSITE OR THE CATALOG, AND TRANSACTIONS CONDUCTED AT THE WEBSITE OR ARISING FROM THE CATALOG.
- Intellectual Property Rights. All materials contained in the Website, including without limitation all images, text, illustrations, designs, icons, photographs, programs, and written and other materials that are distributed with this Website and all the products available on the Website, are the intellectual property owned, controlled or licensed by Birks, its affiliates or are owned by third parties and appear in the Website with the permission of their respective owners. Accordingly, such materials are protected by law, including but not limited to Canadian and United States copyright, patent, trade secret, trade dress and trademark law, as well as other state, national, and international laws and regulations. Birks and its affiliates and licensors expressly reserve all intellectual property rights in all text, programs, products, processes, technology, content, and other materials that appear on this Website. Except as otherwise expressly provided in these Terms and Conditions of Use, access by You to this Website does not confer any license under any of Birks' or any third party's intellectual property rights. The compilation (meaning the collection, arrangement and assembly) of all content on this Website is the exclusive property of Birks and is also protected by Canadian and United States and international copyright law. You agree not to copy, modify, adapt, reproduce (except as noted above), publish, translate, distribute, transmit, display, reverse engineer, decompile, create derivative works from, sell or participate in the sale of, dissemble or in any way exploit any aspect of the Website. Please be aware that Birks actively and aggressively enforces its intellectual property rights to the fullest extent of the law.
- Communications on Internet; Events Beyond Birks' Control. Use of the Internet is solely at Your own risk and is subject to all applicable local, provincial, state, national, and international laws and regulations. While Birks has to create a secure and reliable Website, Birks and its affiliates are not responsible for the security of information transmitted via the Internet, the accuracy of the information contained in the Website, or the consequences of any reliance by You on such information. You must make Your own determination as to these matters. Birks cannot guarantee that You will be able to access the Website at all times or that the Website will be secure, uninterrupted, or error-free, nor can Birks provide assurances that transactions will be completed properly. Birks is not responsible for failure to execute a purchase or technical problems that may hinder the efficacy of a purchase (including e-mail, transmission times or other delays). Birks and its affiliates shall not be liable for damages as a result of any delay or other failure of performance due to causes beyond their reasonable control including, without limitation, acts of God, acts by You or by any of Your representatives or by any third parties, acts of military or civil authorities, fire or other casualty, strikes, lockouts, weather, epidemic, war, riot, terrorism, telecommunications interruptions or computer viruses.
- Security of Website. You are prohibited from violating or attempting to violate the security of the Website, including, without limitation: (a) accessing data not intended for Your use or logging onto a server or an account that You are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, by submitting a virus to the Website, overloading, "flooding," "spamming," "mailbombing" or "crashing;" (d) sending unsolicited e-mail, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting. Actual or attempted unauthorized use of the Website or violations of system or network security may result in criminal and/or civil prosecution. For Your protection, Birks reserves the right to view, monitor, and record activity on the Website without notice and without permission from You. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal activity on the Website. In addition, Birks will comply with all court orders involving requests for such information. You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of this Website or any activity being conducted on this Website. You also agree not to use or attempt to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search this Website other than the search engine and search agents available from Birks on this Website or from generally available third party web browsers.
- Governing Law. This Website (excluding any links) is owned and controlled by Birks Group Inc. from its offices in Montreal, Province of Quebec, Canada. Although this Website can be accessed from other locations, by accessing this Website, You agree that the laws and regulations of the Province of Quebec (and the laws and regulations of Canada, as applicable), without regard to conflict of laws, will apply to all matters relating to use of this Website. In addition, any action or proceeding arising out of or related to these Terms and Conditions of Use or Your use of this Website may be brought only in the courts of the Province of Quebec, District of Montreal, and You agree to and consent to the exclusive personal jurisdiction and venue of the courts the Province of Quebec. District of Montreal. You are responsible for Your own compliance with local laws regarding Internet use and access.
- Notices. You may give Birks notice by certified mail or courier, postage prepaid and return receipt requested, to Birks Group Inc., 2020 Robert Bourassa, Suite 200 Montreal, Quebec H3A 2A5 CANADA.
- Construction. The section headings used herein are for convenience of reference only and do not form a part of these Terms and Conditions of Use, and no construction or inference shall be derived therefrom. These Terms and Conditions of Use will not be construed for or against either party based on the draftsmanship thereof. No other provisions or changes are binding upon Birks unless reduced to writing and signed by an authorized Birks representative. If any provision of the Terms and Conditions or any application thereof is held to be invalid or unenforceable for any reason, that provision shall be deemed severable and the remainder of the Terms and Conditions and the application of that provision in other situations shall not be affected.
- Termination. These Terms and Conditions of Use constitute an agreement that is effective until terminated by Birks at any time without notice. Birks may terminate Your right to use this Website immediately without notice to You if, in Birks' sole discretion, You violate or fail to comply with any of these Terms and Conditions of Use. In the event of termination, You will no longer be authorized to access this Website. The restrictions imposed upon You with respect to material copied or downloaded, and the disclaimers and limitations of liability set forth in the Terms and Conditions of Use, shall survive the termination of these Terms and Conditions of Use.
- Miscellaneous. These Terms and Conditions of Use constitute the entire agreement between You and Birks relating to the subject matter addressed herein. If any portion of these Terms and Conditions of Use is ruled to be invalid or unenforceable by a court of competent jurisdiction, the remaining portions will remain valid, enforceable, and carried into effect. The Terms and Conditions of Use may be modified by Birks at any time or without prior notice, by posting such changes on the Website. Modifications required by law or designated by Birks will become effective immediately. Your continued use of the Website following notice of any such modification will be conclusively deemed Your unconditional acceptance of the revised Terms and Conditions of Use. If any such revision is unacceptable to You, You should discontinue use of the Website immediately. A printed version of these Terms and Conditions of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings based on or relating to these Terms and Conditions of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. The failure of Birks to act with respect to a breach of this Agreement by You or others does not constitute a waiver and shall not limit Birks' rights with respect to such breach or any subsequent breaches.
- Use of the Instagram logo. This website uses the Instagram™ API and is not endorsed or certified by Instagram or Instagram, Inc. All Instagram™ logos and trademarks displayed on this Website are property of Instagram, Inc.