TERMINI E CONDIZIONI -  RIVENDITORE

Termini e condizioni B2B - Italia

1. Effetto dei presenti Termini e condizioni. I presenti Termini e condizioni (i "Termini e condizioni") si applicano all'acquisto e alla vendita dei prodotti (i "Prodotti") di JRDL Italy SRL ("Joseph Ribkoff", la "Società", "noi" o "ci", a seconda dei casi). Sottoscrivendoli o effettuando un ordine di Prodotti, il Cliente accetta ed è vincolato ai presenti Termini e condizioni. I presenti Termini e condizioni prevalgono su eventuali termini e condizioni da essi difformi relativi a ordini di acquisto o altri documenti utilizzati dal Cliente o nelle comunicazioni a noi inviate (fatta salva la specifica sottoscrizione di un documento in cui diversamente concordato). Il mancato rispetto dei presenti Termini e condizioni ci autorizza a risolvere eventuali ordini effettuati dal Cliente. Il Cliente dichiara, nell'eventualità in cui effettui un ordine per conto di un'organizzazione o di una società, di detenere l'autorità giuridica per vincolare tale organizzazione o società ai presenti Termini e condizioni. L'uso da parte nostra dei termini "Cliente", "suo" e "suoi" include l'azienda, la società o altra entità per conto della quale il Cliente è autorizzato ad agire.
2. Disponibilità dei prodotti. La disponibilità dei Prodotti è soggetta a modifiche senza preavviso. Ci riserviamo il diritto di annullare in qualsiasi momento qualsiasi ordine effettuato dal Cliente per Prodotti non più disponibili.
3. Ordini, conferma d'ordine. Il Cliente accetta che qualsiasi ordine effettuato per l'acquisto dei Prodotti sia da intendersi, ai sensi dei presenti Termini e Condizioni, come un'offerta di acquisto di tutti i Prodotti elencati nel suo ordine. Non siamo obbligati a vendere al Cliente alcun Prodotto fino a quando non avremo accettato, confermato e spedito tale ordine. A nostra discrezione, potremmo scegliere di non accettare ordini. Una volta che il Cliente avrà effettuato un ordine e noi lo avremo accettato, invieremo via e-mail conferma dell'ordine (la "Conferma d'Ordine"). È responsabilità del Cliente esaminare tale conferma e comunicarci eventuali errori. La Conferma d'Ordine indicherà una "Data di inizio spedizione" e una "Data di cancellazione". Cercheremo di spedire i Prodotti in una data compresa tra la Data di inizio della spedizione e la Data di cancellazione indicata nella Conferma d'Ordine. Alla Data di cancellazione o posteriormente, qualora non avessimo ancora spedito i Prodotti elencati nella Conferma d'Ordine, il Cliente potrà comunicarci per iscritto la sua volontà di annullare eventuali ordini aperti prima che vengano spediti. Il Cliente non potrà annullare un ordine i cui Prodotti siano stati già spediti, nemmeno nell'eventualità in cui ci comunicasse per iscritto la sua volontà di annullare l'ordine alla Data di cancellazione o posteriormente. La Data di inizio della spedizione, e qualsiasi data di consegna da noi comunicata, è da considerarsi esclusivamente una stima e non saremo ritenuti responsabili di eventuali perdite occasionate dalla mancata consegna entro la data di consegna stimata. Tutti gli ordini sono subordinati alla corretta situazione creditizia fino alla consegna. Ci riserviamo il diritto di annullare qualsiasi ordine e in qualsiasi momento, anche dopo aver emesso una Conferma d'Ordine, nell'eventualità in cui, per qualsiasi motivo, ci trovassimo saltuariamente impossibilitati a effettuare la consegna.
4. Prezzi e modifiche ai prezzi. Il Cliente troverà il prezzo dei Prodotti applicabile al momento dell'ordine al seguente link Abbigliamento | Joseph Ribkoff. Ci riserviamo il diritto di modificare i prezzi in qualsiasi momento. Ciononostante, fatto salvo il paragrafo 6 di seguito, ci impegniamo a fatturare i Prodotti ordinati al prezzo applicabile al momento dell'ordine. Tutti i prezzi e gli importi da corrispondere ai sensi del Contratto sono espressi in Euro.
5. Annullamento degli ordini. Il Cliente può annullare l'ordine: 1) entro sette (7) giorni di calendario dall'inoltro dell'ordine, senza alcun addebito, salvo qualora l'ordine sia già stato spedito, oppure 2) dopo la Data di annullamento, in conformità alla Sezione 3 di cui sopra. L'annullamento non sarà effettivo fino a quando Joseph Ribkoff non avrà ricevuto per iscritto e dato conferma della richiesta di annullamento. Non saremo responsabili di eventuali perdite subite dal Cliente in relazione a tale annullamento.
6. Imposte, dazi e costi di spedizione. Ci incaricheremo di organizzare la spedizione dei Prodotti al Cliente. Salvo ove diversamente specificato nella Conferma d'Ordine, le imposte, i dazi e le spese di spedizione a carico del Cliente verranno da noi comunicati in fase di apertura dell'account del Cliente. Questi includono tutte le imposte del produttore, l'imposta sull'occupazione, l'imposta sull'uso, l'imposta sulle vendite, l'imposta di consumo, l'imposta sul valore aggiunto, il dazio, la dogana, l'ispezione o la tassa di collaudo, o qualsiasi altra imposta, commissione, interesse o onere di qualsiasi natura imposti da qualsiasi autorità governativa o come determinato dall'operazione tra noi e il Cliente.
7. Titolo. Il titolo dei Prodotti viene trasferito dalla Società in base ai termini di spedizione specificati nell'ordine. La Società mantiene un diritto di ritenzione sui Prodotti fino alla ricezione integrale del saldo. Le richieste di risarcimento per ammanchi o altri errori di consegna dovranno essere inoltrate per iscritto entro 10 giorni di calendario dal ricevimento della spedizione, e la mancata comunicazione costituirà un'accettazione senza riserve e una rinuncia a ogni richiesta di risarcimento da parte del Cliente. Le richieste di risarcimento per perdita o danneggiamento dei Prodotti durante il trasporto dovranno essere presentate al vettore, e non a noi.
8. Consegna. Faremo ogni ragionevole sforzo per consegnare i Prodotti, in base alla loro disponibilità, al punto di consegna e alla data richiesti nell'ordine del Cliente. Tuttavia, non saremo responsabili di eventuali perdite cagionate al Cliente da eventuali ritardi o mancata consegna dei Prodotti.
9. Resi. I resi saranno accettati esclusivamente in conformità ai presenti Termini e Condizioni. Qualora il Cliente desiderasse restituire i Prodotti dopo averli ricevuti, entro sette (7) giorni dalla consegna di tali Prodotti, dovrà inviare un'e-mail o telefonare alla Società e richiedere un codice di autorizzazione al reso ("RMA", Returns Authorization number") dopo averci comunicato il codice del modello, il colore e la taglia dei Prodotti da restituire unitamente al motivo della restituzione. Non saranno accettati resi di alcun tipo se privi di un codice RMA. L'assegnazione di un codice RMA non implica che il reso dei Prodotti venga accettato dalla Società, ma solo che la Società indagherà sul motivo del reso. I Prodotti dovranno essere ricevuti dalla Società all'indirizzo indicato nel codice RMA entro 14 giorni dalla data di ricezione dei Prodotti. Al ricevimento della merce restituita debitamente autorizzata, convalideremo la conformità con il motivo del reso presentato. Qualora stabilissimo che il reso è valido e che i Prodotti sono in una condizione a nostro avviso accettabile, a nostra discrezione accrediteremo al Cliente l'importo dei Prodotti restituiti o sostituiremo i Prodotti. Qualora concludessimo che i Prodotti restituiti non giustificano il motivo del reso, o che non sono a nostro avviso in condizioni accettabili, restituiremo al Cliente i Prodotti con una spiegazione della mancata accettazione e l'importo originariamente fatturato per i Prodotti, se insoluto, resterà dovuto. I Prodotti restituiti dovranno essere nella loro confezione originale, con tutti i cartellini originali attaccati e senza essere stati indossati, alterati o danneggiati in alcun modo. Il Cliente sarà responsabile del pagamento di una commissione amministrativa fino al 15% (del valore dei Prodotti restituiti) per qualsiasi Prodotto che gli restituiremo in ragione di uno dei motivi sopra citati. Si precisa che non offriamo rimborsi in denaro, ma solo crediti sull'account del Cliente da poter utilizzare per acquisti futuri di Prodotti.
10. Fatturazione. Al Cliente verrà fornita una fattura dopo la spedizione dei Prodotti. Il Cliente non potrà esercitare la compensazione per qualsivoglia pagamento a noi dovuto.
11. Garanzia e dichiarazione di non responsabilità.AI SENSI DEL PRESENTE CONTRATTO, NON FORNIAMO ALCUNA GARANZIA IMPLICITA O ESPLICITA, IVI INCLUSE, SENZA LIMITAZIONI, GARANZIE DI COMMERCIABILITÀ, DI NON VIOLAZIONE DEI DIRITTI DI TERZI O DI IDONEITÀ AD UNO SCOPO PARTICOLARE, NÉ GARANZIE DERIVANTI DA TRATTATIVE O USI COMMERCIALI.
12. Termini di pagamento. Il pagamento viene effettuato secondo la data di scadenza stabilita in base all'accordo del Cliente con la Società (la "Data di scadenza"). Nel caso in cui alla data di scadenza non sia stato ricevuto cui il pagamento, ci riserviamo il diritto di addebitare al Cliente tutti i costi sostenuti per la riscossione, compresi, a titolo di esempio, gli onorari degli avvocati, le spese di riscossione, ecc. e gli interessi al tasso del 12% annuo calcolati mensilmente sul saldo non pagato, a partire dalla data successiva alla data di scadenza ("Penali per ritardato pagamento").  Le Penali per ritardato pagamento saranno dovute senza la necessità di un avviso formale da parte nostra. In caso di ritardo nel pagamento, il Cliente sarà automaticamente tenuto a versare alla Società, oltre alle Penali per ritardato pagamento, un'indennità fissa per le spese di riscossione pari a 40 Euro. Fatto salvo quanto sopra, i termini di pagamento per l'account del Cliente sono da intendersi a nostra discrezione e saranno indicati nella fattura che riceverà per i Prodotti che ha acquistato e che gli sono stati spediti. Qualora ritenessimo (a nostra discrezione) l'affidabilità creditizia del Cliente insoddisfacente, impossibile da determinare, o che l'importo dovuto superi il limite di credito del Cliente, potremo richiedere il pagamento dei Prodotti prima della consegna. Senza rinuncia a qualsiasi altro nostro diritto o rimedio, potremo rifiutare ulteriori ordini da parte del Cliente fino al saldo integrale di tutti gli importi dovuti.
13. Portale di pagamento. Si tenga presente che il portale di pagamento disponibile sul sito Web consente di pagare qualsiasi fattura in sospeso sul proprio account, indipendentemente dal fatto che i Prodotti siano stati ordinati tramite il sito web o in altro modo.
14. Proprietà intellettuale. Tutti i diritti di proprietà intellettuale (inclusi, a titolo di esempio, brevetti, marchi, disegni registrati e diritti di richiesta degli stessi, diritti d'autore, diritti di design, diritti di database, diritti relativi a informazioni riservate e know-how) e tutti i diritti analoghi in qualsiasi parte del mondo ed esistenti in qualsiasi momento nei Prodotti o derivanti o relativi al design o alla produzione dei Prodotti o alla fornitura di servizi, appartengono e rimangono di nostra proprietà. Nessuna disposizione contenuta nel Contratto conferisce al Cliente alcun diritto, titolo o interesse relativamente alla nostra proprietà intellettuale. In qualità di rivenditore autorizzato Joseph Ribkoff, potremmo fornire al Cliente materiale di marketing con i nostri Prodotti. In tali casi, concederemo al Cliente una licenza limitata, non esclusiva e revocabile per l'uso e la distribuzione di tali materiali in conformità alle istruzioni da noi fornite. Il Cliente non è autorizzato a creare materiali di marketing propri con il marchio Joseph Ribkoff, salvo previa approvazione scritta da parte nostra.
15. Riproduzione e contraffazione. Joseph Ribkoff è l'unico proprietario del marchio Joseph Ribkoff. L'autorizzazione alla vendita dei Prodotti che forniamo al Cliente non lo autorizza in alcun modo a copiare, apporre un nuovo marchio ai nostri Prodotti o commettere reati simili. Inoltre, non tollereremo alcun atto che possa screditare o danneggiare la reputazione del nostro marchio. Qualsiasi attività di questo tipo potrebbe comportare la cessazione del rapporto commerciale tra noi e il Cliente, e tutti gli importi a noi dovuti saranno immediatamente esigibili. Inoltre, ci riserviamo tutti i diritti di intraprendere azioni legali contro il Cliente, la sua azienda e i suoi dirigenti, ove necessario. In aggiunta, il Cliente sarà tenuto a indennizzarci per qualsivoglia azione di questo tipo e per tutti i danni cagionati, ivi incluse le spese legali.
16. Limitazione di responsabilità. La responsabilità derivante dalla violazione di qualsiasi condizione o garanzia in relazione ai Prodotti venduti al Cliente è limitata alla sostituzione dei Prodotti o al rimborso del prezzo corrisposto per i Prodotti, a discrezione della Società. IN NESSUN CASO JOSEPH RIBKOFF SARÀ RESPONSABILE, IN APPLICAZIONE DEL CONTRATTO, DI ATTI ILLECITI (IVI INCLUSE LA NEGLIGENZA O LA RESPONSABILITÀ OGGETTIVA) O ALTRO, PER (I) QUALSIASI DANNO INDIRETTO, INCIDENTALE, SPECIALE, CONSEQUENZIALE O PUNITIVO, IVI INCLUSA LA PERDITA DI PROFITTI, INDIPENDENTEMENTE DAL FATTO CHE TALI DANNI FOSSERO PREVEDIBILI E CHE JOSEPH RIBKOFF FOSSE STATO O MENO AVVISATO DELLA POSSIBILITÀ DI TALI DANNI O PER (II) QUALSIASI IMPORTO SUPERIORE ALL'IMPORTO CORRISPOSTO A JOSEPH RIBKOFF PER I PRODOTTI DA CUI DERIVASSE UN RECLAMO. La responsabilità di Joseph Ribkoff nei confronti del Cliente, in applicazione del contratto, di atti illeciti (ivi incluse la negligenza o la responsabilità oggettiva) o altro, è limitata esclusivamente ai rimedi espressamente previsti dai termini del presente Contratto, in sostituzione di qualsiasi altro provvedimento esperibile ai sensi di legge o in via equitativa.
17. Privacy. Se il Cliente ha presentato una richiesta di credito, autorizza la Società a ottenere informazioni personali sulla solvibilità in relazione a tale richiesta. La Società potrebbe fornire informazioni sul Cliente a una credit reporting agency per ottenere una relazione creditizia o per consentire alla credit reporting agency di creare o mantenere un file relativo all'attività del Cliente. La Società rispetterà tutti i requisiti di privacy applicabili. Inoltre, nel caso in cui il Cliente abbia acquistato i nostri Prodotti, o si sia iscritto per ricevere le nostre newsletter e altre comunicazioni di marketing tramite il nostro sito Web o i social media, tali azioni saranno considerate un consenso a contattarlo, in particolare tramite l'invio di messaggi elettronici commerciali, in relazione a esigenze aziendali, nonché a future promozioni e altre attività di marketing. Per ulteriori informazioni sulle modalità di utilizzo dei dati personali, consultare la nostra Informativa sulla privacy
18. Modifiche. La Società si riserva il diritto di modificare i presenti Termini e Condizioni in qualsiasi momento. L'acquisto in via continuativa dei nostri Prodotti implica l'accettazione dei presenti Termini e Condizioni.
19. Riservatezza In qualità di rivenditore autorizzato dei Prodotti Joseph Ribkoff, affidiamo al Cliente alcune informazioni riservate. Il Cliente accetta di mantenere riservate tutte le informazioni ("Informazioni") e i dati non pubblici di proprietà della Società e relativi ai Prodotti acquistati in relazione a un ordine o all'attività della Società che gli sono stati comunicati ai sensi del presente documento. Il Cliente accetta di utilizzare le Informazioni al solo scopo di adempiere ai suoi obblighi in virtù del presente documento e si impegna a non divulgare le Informazioni se non ai propri dipendenti che hanno chiara necessità di conoscerle, con la precisazione che tali dipendenti saranno soggetti ad analoghi obblighi di riservatezza. Il Cliente sarà responsabile di qualsiasi divulgazione non autorizzata delle Informazioni da parte di tali dipendenti. Su richiesta scritta della Società, il Cliente restituirà tutte le Informazioni tangibili e le relative copie, entro trenta (30) giorni dall'annullamento di qualsiasi ordine o dalla cessazione del rapporto con la Società. La disposizione di questa sezione resterà in vigore anche dopo la scadenza o la cessazione del rapporto o l'annullamento di un ordine.
20. Contratto indivisibile. Salvo ove diversamente concordato per iscritto tra il Cliente e la Società, e fatto salvo il paragrafo 18, i presenti Termini e Condizioni costituiscono la totalità del rapporto contrattuale tra il Cliente e la Società in relazione all'oggetto del presente documento e potranno essere modificati solo mediante accordo scritto tra le parti.
21. Clausola salvatoria. Qualora una disposizione del presente documento fosse ritenuta non valida, illegale o inapplicabile in tutto o in parte, la validità, la legalità e l'applicabilità delle restanti disposizioni non verranno in alcun modo interessate e continueranno ad essere valide, come se la parte non valida, illegale o inapplicabile non fosse stata inclusa nel presente documento.
22. Rapporto tra le Parti. Le parti sono contraenti indipendenti e nulla di quanto qui riportato potrà essere interpretato come creazione di un rapporto di partnership, joint venture, società o rapporto di lavoro subordinato tra le parti. Nessuna delle parti ha o avrà il potere di vincolare l'altra, né di assumere o creare alcun obbligo o responsabilità, espliciti o impliciti, in nome e per conto dell'altra parte.
23. Giurisdizione. Salvo ove diversamente concordato per iscritto tra la Società e il Cliente, i presenti Termini e Condizioni saranno disciplinati e interpretati in conformità alle leggi della Provincia del Québec e alle leggi federali del Canada ivi applicabili. Le parti convengono espressamente di escludere l'applicazione della Convenzione delle Nazioni Unite sui contratti di vendita internazionale di beni mobili del 1980. Il Cliente accetta di sottoporsi alla giurisdizione esclusiva dei tribunali della Provincia del Québec, distretto di Montreal. Tutte le cause legali intentate contro la Società derivanti da o relative al presente Contratto o alla sua esecuzione decadranno qualora non vengano intentate entro un (1) anno dal momento della loro maturazione.
24. Lingua. Le parti hanno espressamente richiesto che il presente Contratto e tutti i documenti correlati, ivi inclusi gli avvisi e le altre comunicazioni, siano redatti esclusivamente in inglese. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement
25. Consenso. Le presenti condizioni generali di vendita, nonché i listini e le tariffe di cui al link URL dell'articolo 4, sono espressamente approvate e accettate dal Cliente, che dichiara di aver letto e compreso tali condizioni generali.

Disponibile solo in inglese

Terms and Conditions B2B – Austria​

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of RJ Austria GmbH Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening procebss. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions – Belgium

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of RJ Belgium Consulting BVBA Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions - Canada

1. Effect of these Terms and Conditions.     These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of Joseph Ribkoff Inc. (“Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us unless we specifically sign a document agreeing otherwise.  Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorised to act.
   
   
2. Product Availability.     Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available.
   
   
3. Orders, Sales Order Confirmation.     You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept such order. We may choose not to accept orders at our sole discretion, even after we send you a confirmation of your order (a “Sales Order Confirmation”). Once you place an order with us and we have accepted it, we will issue you a Sales Order Confirmation. It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date”.  We will endeavour to ship the Products on or about the Start Ship Date that is indicated on the Sales Order Confirmation. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery.
   
   
4. Prices and Price Modifications.     We will notify you of the price for the Products when you place your order. We reserve the right to modify pricing at any time.
   
   
5. Taxes, Duties and Shipping Costs.     We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process.
   
   
6. Title.    The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by Company in full.
   
   
7. Delivery.    We will use reasonable endeavours to deliver the Products to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.
   
   
8. Returns.     Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Products to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Return Merchandise Authorisation number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date you initially received the product(s). Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return.  If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Products. If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons.  For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.
   
   
9. Invoicing.      An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.
   
   
10. Payment Terms.     Payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.                                                        
                            
11. Intellectual Property.     As an authorised Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products or the Joseph Ribkoff brand.  In these cases, we grant you a limited, non-exclusive license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.
    
    
12. Copying and counterfeit.    Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence.  Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.
    
    
13. Limitation of Liability.    The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RELATED TO A BREACH OF ITS OBLIGATIONS HEREUNDER, WHETHER BY NEGLIGENCE OR OTHERWISE OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO THE COMPANY FOR THE PRODUCTS FROM WHICH A CLAIM ARISES.
    
    
14. Privacy.    If you have made an application for credit, you authorise the Company to obtain your   credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy . 
    
    
15. Modifications.     The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these modified Terms and Conditions.
    
    
16. Confidentiality     As an authorised reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship or destroy same and provide proof thereof. Notwithstanding the foregoing, you shall not be required to delete any system back-up media such as copies of any computer records or files containing Information which has been created pursuant to automatic archiving or back-up procedures on secured central storage servers, however any such Information shall continue to be subject to the confidentiality obligations contained herein. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.
    
    
17. Relationship of Parties.    The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.
    
    
18. Entire Agreement.    Unless otherwise agreed in writing between you and the Company, and subject to paragraph 16 hereinabove, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and shall supersede any previous agreement you have with us. These terms and conditions may only be amended by you by a written agreement with us.
    
    
19. Severability.     If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.
    
    
20. Jurisdiction.    Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal.
    
    
21. Language.   The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement.

Disponibile solo in inglese

B2B Terms and Conditions – Cyprus

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of Joseph Ribkoff Distributions Limited Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions – France

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of JRDL France SARL Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs.   In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”).  Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions - Germany

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of JRDL Germany GmbH Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions – Spain

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of JRDL High Fashion Design S.L. Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions – Switzerland

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of JRDL Switzerland SAGL Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”). The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs. In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”). Late Payment Penalties are due and owing without the need for us to issue a formal notice. In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros. Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.

Disponibile solo in inglese

B2B Terms and Conditions -

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of Joseph Ribkoff Inc. (“Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us unless we specifically sign a document agreeing otherwise. Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorised to act.

2. Product Availability.    Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date”. We will endeavour to ship the Products on or about the Start Ship Date that is indicated on the Sales Order Confirmation. Once the Products are shipped, the parties herein will be bound. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time. 
   
   

4. Prices and Price Modifications.    You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros. 

5. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us.

6. Title.  The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you.  Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

7. Delivery.   We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

8. Returns.    Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

9. Invoicing.  An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

10. No Warranty.   WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

11. Payment Terms.   Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”).

     The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs.  

    In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”).  

    Late Payment Penalties are due and owing without the need for us to issue a formal notice.

    In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros.

    Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full

12. Payment portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.
    
    
13. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us.  Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.
    
    
14. Copying and counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.
    
    
15. Limitation of Liability.  The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIABILITY)_OR OTHERWISE,  FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES  OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.
    
    
16. Privacy.   If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy 
    
    
17. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.
    
    
18. Confidentiality  As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.
    
    
19. Entire Agreement.   Unless otherwise agreed in writing between you and the Company, and subject to paragraph 17, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.
    
    
20. Severability.  If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.
    
    
21. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.
    
    
22. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.
    
    
23. Language.   The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement.
    
    
24. Consent.   The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.  

Disponibile solo in inglese

B2B Terms and Conditions – United Kingdom

1. Effect of these Terms and Conditions. These terms and conditions (the “Terms and Conditions”) apply to the purchase and sale of JRDL UK Ltd. Joseph Ribkoff”, the “Company”, “we” or “us” as the case may be) products (the “Products”). By signing these Terms and Conditions, or otherwise placing an order for Products from us, you accept and are bound by these Terms and Conditions. These Terms and Conditions override any terms and conditions that are inconsistent with these Terms and Conditions in any purchase orders or other documents you use or in communications you send to us (unless we specifically sign a document agreeing otherwise). Failure to comply with these Terms and Conditions entitles us to cancel any open orders you may have with us. You affirm that if you place an order on behalf of an organization or company, you have the legal authority to bind any such organization or company to these Terms and Conditions. Our use of the words “you” and “your” include the company, corporation, or other entity for which you are authorized to act.

2. Product Availability. Product availability is subject to change without notice. We reserve the right to cancel any orders that you place for Products that are no longer available, at any time.

3. Orders, Sales Order Confirmation. You agree that any order you place with us for the purchase of Products is an offer to buy, under these Terms and Conditions, all the Products listed in your order. We are not obligated to sell any Products to you until we accept, confirm, and ship such order. We may choose not to accept orders at our sole discretion. Once you place an order with us and we have accepted it, we will send you by email a confirmation of your order (a “Sales Order Confirmation”). It is your responsibility to review this confirmation and advise us of any errors therein. The Sales Order Confirmation will indicate a “Start Ship Date” and a “Cancellation Date”. We will endeavour to ship the Products on a date that falls between the Start Ship Date and the Cancellation Date that is indicated on the Sales Order Confirmation. On or after the Cancellation Date, if we have not yet shipped the Products listed in the applicable Sales Order Confirmation, you may notify us in writing if your wish to cancel any open orders before such orders have shipped. Once the Products are shipped, the parties herein will be bound and you will not be able to cancel an order for which the Products have been shipped, even if you notify us in writing of your desire to cancel the order on or after the Cancellation Date. The Start Ship Date and any delivery date given by us to you is an estimate only and we will not be held liable for any loss occasioned by failing to deliver on or by that estimated delivery date. All orders remain conditional to proper credit standing until the time of delivery. We reserve our right to cancel any order, even after we issued a Sales Order Confirmation, at any time, if we are unable to deliver for any reason, from time to time.

4. Prices and Price Modifications. You will find the price for the Products applicable when you place your order at the following link Clothing | Joseph Ribkoff. We reserve the right to modify pricing at any time. Nevertheless, but subject to paragraph 6 herein below, we commit to invoice the Products ordered at the applicable price when the order is placed. All prices, and amounts payable, under the Agreement are in Euros.

5. Order Cancellations. You may cancel your order: 1) within seven (7) calendar days of that order being placed, without charge, unless we have already shipped the order; or 2) after the Cancellation Date in accordance with Section 3 above. Cancellations will not be effective until written notice of the requested cancellation is received and confirmed by Joseph Ribkoff. We will not be liable for any losses you incur in connection of any such cancellations.

6. Taxes, Duties and Shipping Costs. We will arrange for shipment of the Products to you. Unless otherwise specified on the Sales Order Confirmation, the taxes, duties and shipping costs that you will be responsible for will be provided to you by us as part of your account opening process. These shall include all manufacturer’s tax, occupation tax, use tax, sales tax, excise tax, value added tax, duty, custom, inspection or testing fee, or any other tax, fee, interest or charge of any nature whatsoever imposed by any governmental authority on or measured by the transaction between you and us

7. Title. The title of the Products is passed on from the Company as per the specified shipping terms of the order. The Company maintains a lien on the Products until payment is received by us in full. Claims for shortages or other errors in delivery must be made in writing to us within 10 calendar days after receipt of shipment, and failure to give such notice will constitute unqualified acceptance and a waiver of all such claims by you. Claims for loss of or damage to Products in transit must be made to the carrier, and not to us.

8. Delivery. We will use reasonable endeavours to deliver the Products subject to its availability, to the delivery point and on the date requested in your order. However, we will not be liable for any losses you may suffer as a result of a delay or failure to deliver the Products.

9. Returns. Returns will only be accepted in accordance with these Terms and Conditions. If you wish to return Product(s) to us after you have received them, within seven (7) days of delivery of such Products, you must email or telephone the Company and request a Returns Authorization number (an “RMA”) after advising us of the style number, colour and size of the Product(s) to be returned together with the reason for the return. No returns of any type will be accepted without an RMA number. Our provision of an RMA number to you is not an indication that the return of the Products will be accepted by the Company, but merely an agreement that the Company will investigate the reason for the return. The Products must be received by the Company at the address indicated in the RMA within 14 days of the date we sent you an RMA number. Upon receipt of the duly authorized returned goods, we will validate conformity with the submitted reason for the return. If we determine that the return is valid and that the Products are in a condition that is acceptable to us, we will, at our entire discretion, either give you a credit for the value of the returned Products or replace the Product(s). If we conclude that the returned Products do not meet the reason for the return or are not in a condition that is acceptable to us, we will return the Products to you with an explanation for our non-acceptance and the amount originally invoiced for the Products will remain payable if still outstanding. Products returned to us must be in the original packaging, have all original tags attached, and not have been worn, altered or damaged in any way. You will be responsible to pay us an administrative fee of up to 15% (of the value of the returned Products) for any Products we return to you for any of the aforementioned reasons. For greater certainty, we do not offer cash refunds, only credits to your account that you may use for future purchases of Products from us.

10. Invoicing. An invoice will be provided to you subsequent to the shipment of Products. You may not exercise set-off with respect to any payment owing to us.

11. No Warranty. WE MAKE NO WARRANTY TO YOU UNDER THIS AGREEMENT AND EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, IMPLIED OR EXPRESS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR ANY PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

12. Payment Terms. Payment is made no later than 60 days upon issuance of the invoice (the “Due Date”).The following discounts will be applied to early payment as follows: (i) a discount of 4% on invoices paid within 10 days from the issuance of the invoice, and (ii) a discount of 2.25% on invoices paid within 30 days from the issuance of the invoice. All discounts will be applied against the price of the Products before taxes, duties and/or shipping costs.  In the event payment is not received on the due date, we reserve the right to charge you for all costs incurred to collect, including but not limited to lawyers’ fee, collection fees, etc., and interest at the rate of 12% per annum calculated monthly on the unpaid balance, as of the date following the due date (“Late Payment Penalties”).  Late Payment Penalties are due and owing without the need for us to issue a formal notice.In the event of late payment, you shall automatically be liable to the Company, in addition to the Late Payment Penalties, for a fixed indemnity for collection costs of 40 euros.Without prejudice to the foregoing, payment terms for your account are within our sole discretion and will be indicated in the invoice you will receive for any Products which you have purchased and have been shipped to you. If we consider (in our absolute discretion) that your creditworthiness is unsatisfactory or cannot be determined or the amount owing would exceed your credit limit, we may require you to pay for the Products prior to delivery. Without waiving any of our other rights or remedies, we may refuse additional orders from you until all overdue amounts are paid in full.

13. Payment Portal. Please note that the payment portal available on the website, will permit you to pay any outstanding invoice on your account with us, regardless of whether the Products were ordered via the website or otherwise.

14. Intellectual Property. All intellectual property rights (including, without limitation, patents, trademarks, registered designs and any rights to apply for the same, copyright, design rights, database rights, rights in and to confidential information and know-how) and any rights analogous to the same anywhere in the world and existing at any time in Products or arising out of or relating to the design or manufacture of Products or the provision of services shall belong to and remain vested in us. Nothing in the Agreement grants you any right, title or interest in or to our intellectual property. As an authorized Joseph Ribkoff reseller, we may provide you with marketing materials featuring our Products. In these cases, we grant you a limited, non-exclusive, revocable license to use and distribute these materials in accordance with the instructions provided by us. You are not authorized to create your own marketing materials featuring the Joseph Ribkoff brand unless pre-approved in writing by us.

15. Copying and Counterfeit. Joseph Ribkoff is the sole owner of the Joseph Ribkoff brand. The authorization to sell our Products which we supply to you, in no way grants you any permission whatsoever to copy or re-brand our Products or commit any like offence. Additionally, we will not tolerate any acts that could discredit or damage our brand reputation. Any such activities may result in the termination of our business relationship, with all amounts owing by you to be immediately due. Additionally, we reserve all rights to pursue legal action against you, your company and its directors if required. Further, you will indemnify us for any such action and any and all damage incurred, including legal fees.

16. Limitation of Liability. The liability arising from the breach of any condition or warranty in relation the Products sold to you is limited to the replacement of the Products or the refund of the price paid for the Products, at the Company’s sole option. IN NO EVENT SHALL JOSEPH RIBKOFF BE LIABLE WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICK LIBAILITY)_OR OTHERWISE, FOR (I) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING LOSS OF PROFITS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, AND WHETHER OR NOT JOSEPH RIBKOFF WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY AMOUNT GREATER THAN THE AMOUNT PAID TO JOSEPH RIBKOFF  FOR THE PRODUCTS FROM WHICH A CLAIM ARISES. The liability of Joseph Ribkoff to you, whether in contract, tort (including negligence or strict liability) or otherwise, is exclusively limited to the remedies expressly provided under the terms of this Agreement, in lieu of any and all other remedies at law or in equity.

17. Privacy. If you have made an application for credit, you authorize the Company to obtain personal credit information in relation to the application for credit. The Company may give information about you to a credit reporting agency to obtain a credit report or to allow the credit reporting agency to create or maintain a file relating to your business. The Company will comply with all privacy requirements applicable to it. Additionally, in the event you have purchased Products from us, or have subscribed to receive our newsletters and other marketing communications via our website or social media, such actions shall be considered consent for us to contact you, namely by sending you commercial electronic messages, with respect to business needs, as well as future promotions, and other marketing activities. For more information on how we may use your personal information, consult our Privacy Policy

18. Modifications. The Company reserves the right to modify these Terms and Conditions at any time. Your continued purchase of our Products is your deemed acceptance to these Terms and Conditions.

19. Confidentiality. As an authorized reseller of Joseph Ribkoff Products, we trust you with certain confidential information. You agree to maintain all non-public information and data which is proprietary to the Company and related to the Products purchased pursuant to an order or to the Company's business disclosed to you hereunder confidential ("Information"). You agree to use the Information for the sole purposes of performing your obligations hereunder and agree not to disclose the Information other than to your employees having a clear need to know, and such employees are subject to similar confidentiality obligations. You shall be responsible for any unauthorized disclosure of Information by such employees. Upon the written request of the Company, you shall return all tangible Information and copies thereof, within thirty (30) days of the cancellation of any order or the termination of our relationship. The provision of this section shall survive the expiration or termination of the relationship or cancellation of any order.

20. Entire Agreement. Unless otherwise agreed in writing between you and the Company, and subject to paragraph 18, these Terms and Conditions constitute the entire agreement between us with respect to the subject matter hereof and may only be amended by a mutual written agreement between us.

21. Severability. If any provision herein is held to be invalid, illegal or unenforceable in whole or in part, the remaining provisions shall not be affected and shall continue to be valid, legal and enforceable as though the invalid, illegal or unenforceable part had not been included herein.

22. Relationship of Parties. The parties are independent contractors, and nothing herein shall be construed to create a partnership, joint venture, agency, or employment relationship.  Neither party has nor will have any power to bind the other, or to assume or create any obligation or responsibility, express or implied, on behalf of the other party.

23. Jurisdiction. Unless otherwise agreed in writing between the Company and you, these Terms and Conditions shall be governed and construed in accordance with the laws of the Province of Québec and the federal laws of Canada applicable therein. The parties expressly agree to exclude the application of the 1980 United Nations Convention on Contracts for the International Sale of Goods. You agree to attorn to the exclusive jurisdiction of the courts of the Province of Québec, in the district of Montreal. All causes of action against the Company arising out of or relating to this Agreement or the performance will expire unless brought within one (1) year of time of accrual thereof.

24. Language. The parties have expressly requested that this Agreement and all related documents, including notices and other communications, be drafted in English only. Les parties ont expressément exigé que la présente convention ainsi que tous les documents qui s'y rattachent, incluant les avis et autres communications, soient rédigés en anglais seulement

25. Consent. The present general terms and conditions of sale as well as the price lists and rates referred to in the URL link of article 4, are expressly approved and accepted by you, who hereby declares having read and understood said general terms and conditions.