TERMS AND CONDITIONS OF SALE
This agreement (“Agreement”) sets forth the terms and conditions that apply to the purchase of products and/or services (the “Products”) from RUBINO using the www.rubinoshoes.com website.
RUBINO reserves the right to change these terms and conditions without prior written notice at any time, at RUBINO’s sole discretion.
The terms “you” and “your” refer to the purchaser of Products using the www.rubinoshoes.com website.
PLEASE READ THIS AGREEMENT CAREFULLY! BY USING THIS WEBSITE TO MAKE ON-LINE PURCHASES OF PRODUCTS, YOU AGREE TO BE BOUND BY AND ACCEPT THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT, AND YOU REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO THIS AGREEMENT AND BECOME BOUND BY ITS TERMS. THIS AGREEMENT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, AS WELL AS LIMITATIONS AND EXCLUSIONS THAT MAY APPLY TO YOU. THIS AGREEMENT ALSO CONTAINS A DISPUTE RESOLUTION CLAUSE FOUND IN SECTION 13.
AS FURTHER DISCUSSED IN SECTION 11 OF THIS AGREEMENT, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, RUBINO DOES NOT MAKE OR GIVE ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE PRODUCTS YOU MAY PURCHASE FROM THIS WEBSITE AND RUBINO’S LIABILITY IS LIMITED AS PROVIDED IN THAT SECTION.
CONSENT TO USE OF ELECTRONIC DOCUMENTS
You hereby consent to the exchange of information and documents between you and RUBINO over the Internet or by e-mail, and that this Agreement (together with any applicable Order Confirmation(s) accepted by RUBINO as indicated in Section 3, below) in electronic form shall be the equivalent of an original written paper agreement between us. You further agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
OTHER DOCUMENTS, AGREEMENTS AND POLICIES
Before submitting an order for the purchase of Products using this website, you will be shown an order confirmation screen (the “Order Confirmation”) describing, among other things, the Product(s) to be ordered, the purchase price and any applicable charges for shipping and taxes. To the extent not deemed otherwise in virtue of the Quebec Consumer Protection Act, when you submit your order (by pressing the [“Confirm”] button), such order will constitute an offer from you to RUBINO to purchase the Product(s) described in the Order Confirmation, for the price and subject to the other charges, terms and conditions set out in the Order Confirmation. Orders are not binding on RUBINO until accepted by RUBINO. RUBINO’s acceptance of your order is evidenced by return e-mail from RUBINO indicating that your order has been accepted
RUBINO reserves the right, in its discretion, to limit quantities, terminate accounts and to refuse or cancel any order, including after the order has been submitted, whether or not the order has been confirmed and your credit card charged. In the event that your order is cancelled after your payment has been processed, RUBINO will issue a full refund.
All prices quoted are payable in Canadian Dollars. Although RUBINO strives to provide accurate product and pricing information, errors may occur. RUBINO reserves the right to correct any errors in pricing or product information and to modify the prices of Products, at any time, without prior notice. RUBINO cannot confirm the price of a Product until after you submit an order for the Product. Without limiting the generality of Section 4 above, in the event that the price or related information for a Product (as described on the www.rubinoshoes.com website and/or the Order Confirmation) is incorrect due to an error in pricing or product information, RUBINO may, at its sole discretion, refuse or cancel your order, whether before or after RUBINO’s acceptance thereof. If there is such an error in pricing, RUBINO will cancel your order and reverse any charges that have been applied, then contact you to ask you to place a new order for the Product at the correct price.
Terms of payment shall be determined at RUBINO’s sole discretion. Payment shall be made by credit card unless some other pre-arranged method of payment has been accepted by RUBINO. Any payments made by credit card are subject to the approval of the financial institution that has issued the credit card.
The availability of certain Products may be limited, and Products may not be available for immediate delivery. RUBINO may revise or cease to make available any Products at any time without prior notice. In the event that RUBINO is unable to deliver you a Product ordered due to lack of availability, RUBINO will notify you via e-mail and your order will be automatically cancelled with respect to such unavailable Product, provided that RUBINO may, in its sole discretion, contact you in order to allow you to maintain your order subject to a revised delivery time if and when the Product becomes available. THE PRODUCTS AVAILABLE FOR SALE AND/OR DISTRIBUTION BY RUBINO ARE AVAILABLE ONLY IN CANADA & USA AND THIS SITE IS DIRECTED ONLY AT CANADIAN & AMERICAN CUSTOMERS AND PROSPECTIVE CUSTOMERS.
SHIPPING AND TAXES
RUBINO will ship the Product(s) ordered by you according to the delivery method you have chosen and to the address indicated in the Order Confirmation. RUBINO WILL ONLY SHIP PRODUCTS TO ADDRESSES LOCATED IN CANADA & USA. Delivery times provided by RUBINO are estimates only. RUBINO shall not be responsible for any damages or costs resulting from any delays in delivery. Unless otherwise stated, all prices quoted do not include shipping and handling charges and applicable federal and provincial sales taxes. Separate charges for shipping and handling and taxes will be shown on the Order Confirmation for each Order, as applicable. You are responsible for all sales, use, goods and services and duties associated with the Order.
OWNERSHIP AND RISK OF LOSS
All Product(s) purchased from RUBINO are delivered to you by a third party delivery company, pursuant to a shipping contract. You shall become the owner of the Product(s) and shall assume the risks of loss at the time of delivery by RUBINO of the Product(s) to the third party delivery company.
All Product returns are subject to the RUBINO Returns Policy, the terms of which are incorporated herein by reference. Some restrictions may apply.
EXCLUSION OR WARRANTIES AND LIMITATION OF LIABILITY
EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, RUBINO DOES NOT MAKE OR GIVE ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES AS TO UNINTERRUPTED OR ERROR FREE TRANSACTIONS, PRIVACY, SECURITY, MERCHANTABILITY, QUALITY, TITLE, DURABILITY, SUITABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSES, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE.
IN NO EVENT WILL RUBINO BE LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, HOWSOEVER CAUSED, INCLUDING BUT NOT LIMITED TO, ANY LOST PROFITS, LOST SAVINGS, LOSS OF USE OR LACK OF AVAILABILITY OF FACILITIES INCLUDING COMPUTER RESOURCES, ROUTERS AND STORED DATA, PUNITIVE, EXEMPLARY, AGGRAVATED OR ECONOMIC DAMAGES, ARISING OUT OF THE PRODUCTS PROVIDED BY RUBINO OR OTHERWISE RELATED TO THIS AGREEMENT OR THE TRANSACTIONS CONDUCTED ON OR FROM THE WWW.RUBINOSHOES.COM WEBSITE, EVEN IF RUBINO OR ANY OF THEIR LAWFUL AGENTS, CONTRACTORS, EMPLOYEES OR MANDATARIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM. IN NO CASE WILL RUBINO’S TOTAL LIABILITY ARISING UNDER ANY CAUSE WHATSOEVER (INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, NEGLIGENCE, GROSS NEGLIGENCE OR OTHERWISE) BE FOR MORE THAN THE AMOUNT PAID BY YOU FOR THE SPECIFIC PRODUCTS ORDERED UNDER THIS AGREEMENT AND TO WHICH THE CLAIM RELATES. IN NO EVENT WILL RUBINO BE LIABLE TO YOU FOR DAMAGES OR LOSSES RESULTING FROM VIRUSES, DATA CORRUPTION, FAILED MESSAGES, DAMAGES ARISING AS A RESULT OF: TRANSMISSION ERRORS OR PROBLEMS, TELECOMMUNICATIONS SERVICE PROVIDERS, RUBINO’S CONTRACTORS, THE INTERNET BACKBONE, THIRD-PARTY SUPPLIERS OF PRODUCTS OR SERVICES, DAMAGES OR LOSSES CAUSED BY YOU, OR YOUR RESPECTIVE EMPLOYEES, AGENTS, MANDATARIES OR SUBCONTRACTORS, OR OTHER EVENTS BEYOND THE REASONABLE CONTROL OF RUBINO.
CERTAIN FEDERAL OR PROVINCIAL LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
For the purposes of this Section, “RUBINO” shall include its affiliates’ respective directors, officers, employees, agents, mandataries and contractors.
This Section shall survive the termination or expiry of this Agreement.
GOVERNING LAW AND JURISDICTION
This website and its server are physically located within the Province of Quebec, Canada. This Agreement shall be construed and interpreted in accordance with the laws of the Province of Quebec and the laws of Canada applicable therein and shall be treated in all respects as a Quebec contract, without reference to principles of conflict of law. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
DISPUTE RESOLUTION – INJUNCTIVE RELIEF
IF YOU ARE RESIDING IN THE PROVINCE OF QUEBEC OR IN THE PROVINCE OF ONTARIO OR ANY OTHER PROVINCE OR TERRITORY WHERE THIS SECTION 13 MAY NOT BE VALID BY VIRTUE OF LOCAL CONSUMER PROTECTION LAWS, THEN THIS SECTION 13 DOES NOT APPLY TO YOU AND YOU MAINTAIN YOUR RECOURSES PROVIDED BY LAW.
IT IS IMPORTANT THAT YOU READ THIS ENTIRE SECTION CAREFULLY. THIS SECTION PROVIDES FOR RESOLUTION OF DISPUTES THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY. THE LAWS OF YOUR PROVINCE OR TERRITORY MAY LIMIT THE ENFORCEABILITY OF MANDATORY ARBITRATION CLAUSES IN THE CONTEXT OF CERTAIN AGREEMENTS WITH CONSUMERS.
Any dispute, difference, controversy or claim between us or by either of us against the other or the employees, agents, mandataries, officers, directors, successors, assigns or affiliates of the other, arising out of, relating to, or having any connection with, the present Agreement (whether contractual or extra-contractual, in contract or tort, pursuant to statute or regulation, or otherwise, and whether pre-existing, present or future), including any question regarding its negotiation, formation, existence, validity, performance, effects, interpretation, breach, resolution or annulment and further including the applicability or scope of this arbitration clause (including Schedule «A») (hereinafter collectively referred to as “Claims” and each, individually, as a “Claim”) shall be referred to and finally resolved by binding arbitration, to the exclusion of courts of law, in accordance with the arbitration rules set out in Schedule «A», which Schedule is incorporated into and forms an integral part of this Agreement. However, before you submit a Claim for arbitration, you must first contact our customer service representatives at 514-326-0566 or by email at email@example.com, and give us an opportunity to resolve the dispute. Similarly, before RUBINO takes a dispute to arbitration, we must first attempt to resolve it by contacting you. If the dispute cannot be satisfactorily resolved within sixty (60) days from the date you or RUBINO is notified by the other of a dispute, then either party may then initiate the arbitration process as provided in Schedule «A».
For greater certainty, no recourse may be made by either party to any court or tribunal, whether federal or provincial, in respect of any matter whatsoever relating to this Agreement including, without limitation, any Claim, any arbitration initiated to resolve a Claim, and any arbitration award made in relation to a Claim, except as expressly permitted in this Agreement or by law. Any award rendered pursuant to the arbitration shall be final and binding on each of the parties and no appeal shall lie from such award. Such award may be rendered enforceable and executory by any court having jurisdiction over the person or the property of the person against whom enforcement of the award is sought.
NO CLAIM MAY BE JOINED WITH ANOTHER LAWSUIT, OR IN AN ARBITRATION WITH A DISPUTE OF ANY OTHER PERSON, OR RESOLVED ON A CLASS-WIDE BASIS. THE PARTIES EXPRESSLY AGREE THAT ANY CLAIM THAT IS ARBITRATED PURSUANT TO THIS AGREEMENT SHALL NOT BE CONSOLIDATED WITH ANY OTHER ARBITRAL PROCEEDING FOR ANY REASON. THE ARBITRATOR MAY NOT AWARD DAMAGES THAT ARE BARRED BY THIS AGREEMENT AND MAY NOT AWARD EXEMPLARY OR PUNITIVE DAMAGES OR ATTORNEYS' FEES. YOU AND RUBINO BOTH WAIVE ANY CLAIMS FOR AN AWARD OF DAMAGES THAT ARE EXCLUDED UNDER THIS AGREEMENT.
Injunctive Relief and Provisional Relief
Notwithstanding the provisions in this Section 13, Schedule A or any other provision of this Agreement, RUBINO shall have the right to seek and obtain any injunctive, provisional or interim relief from any court of competent jurisdiction to protect its trade-mark or other intellectual property rights or confidential information or to preserve the status quo pending arbitration.
Products sold or delivered under this Agreement shall be subject to export control laws and regulations of Canada. You agree to comply at all times with all such laws and regulations. You will defend and hold RUBINO harmless against all claims, damages or liability resulting from breach of the foregoing.
The headings of this Agreement are inserted for convenience of reference only and do not affect the construction or interpretation of this Agreement.
You may not assign your rights or obligations under this Agreement without the express written consent of RUBINO.
This Agreement shall inure to the benefit of and be binding upon each of the parties hereto and their respective successors and permitted assigns.
The provisions of this Agreement shall be deemed severable. In the event that any provision of this Agreement is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other remaining provisions.
This Agreement, together with all other agreements, terms or conditions incorporated or referred to herein constitute the entire agreement between you and RUBINO relating to the subject matter hereof, the use of this website and any transactions conducted on or from this website, and supersede any prior understandings or agreements (whether electronic, oral or written) regarding the subject matter hereof, and may not be amended or modified except in writing, or by RUBINO making such amendments or modifications available to it pursuant to this Agreement.
The failure of RUBINO to enforce any provision of this Agreement or to respond to a breach by you or any third party of this Agreement shall not in any way waive the right of RUBINO to subsequently enforce any of the terms and conditions contained herein or to act with respect to similar breaches.
You expressly agree that this Agreement and all ancillary documents be drafted solely in English; Vous consentez expressément à ce que cette entente et tous les documents y afférents soient rédigées en anglais seulement.
Effective: October 11, 2013