Terms and Conditions
Last Updated: October 5, 2023.
Welcome to Silver Jeans Co.! These Terms and Conditions (“Agreement”) constitute an agreement between you and Western Glove Works, dba Silver Jeans Co. 555 Logan Avenue, Winnipeg, MB, R3A 0S4, Canada, email@example.com, 1-888-585-4101, (“Silver Jeans”, “we”, “us”, “our”) concerning your access and use of our website located at https://www.silverjeans.ca or other websites and/or applications owned and operated by us where this Agreement is posted, including any content, functionality, and services offered on or through those websites and/or applications (“Sites”).
1. Important Provisions – PLEASE READ
Please note, these Terms and Conditions contain important provisions you should ensure you review:
- Section 8 – Prohibited Conduct
- Section 16 – Disclaimers, Limitations of Liability, and Indemnification
2. Acknowledgment and Agreement
Please read this Agreement carefully before accessing and/or using the Sites. By accessing and/or using the Sites, you agree to be bound by this Agreement. If you do not agree to this Agreement, you must not access and/or use the Sites. Any objection to this Agreement, or any part therefore, will be interpreted as a refusal to agree to this Agreement.
Silver Jeans reserves the right to make changes to this Agreement at any time and at our sole discretion. Any new feature or tools which are added to the Sites shall be subject to this Agreement, as amended. New versions of this Agreement will not apply retroactively, but shall immediately replace and supersede the previous Agreement upon posting. You agree to periodically review the terms and conditions in order to be aware of any such changes and your continued access and use of the Sites, or any part thereof, following the posting of the revised Agreement means that you accept and agree to the changes.
By accessing and/or using the Sites, you represent that you are at least 18 years of age, or the age of consent in the jurisdiction in which you access and/or use the Sites, to create an account and use the Sites. Silver Jeans is not directed to children under the age of 13. By creating an account and using the Sites, you represent and warrant that:
- You can form a binding contract with Silver Jeans;
- You are not a person who is barred from using Silver Jeans under the laws of the United States or any other applicable jurisdiction (i.e., you do not appear on the U.S. Treasury Department list of Specially Designated Nationals or face any other similar prohibition); and
- You will comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations.
Notice to Parents: If you have any concerns about Silver Jeans or its related services, please contact us at firstname.lastname@example.org.
5. Account Setup
To use certain aspects of the Sites, you may be asked to create an account. You agree to provide true, accurate, current, and complete information about yourself when setting up an account.
- New Account. When you create a new account, you will be prompted to provide your contact information and to create a password. You are responsible for the confidentiality of your account and password, and are fully responsible for all activities that occur under your account. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that should you be provided an account, your account is personal to you and you agree not to provide any other person with access to your account using your username, password, or other security information. Please notify Silver Jeans immediately of any unauthorized use of your password or account, or any other breach of security. You further agree to be responsible for all charges resulting from the use of your account on the Sites, if any, including unauthorized use. We are not liable for any loss or damage resulting from your failure to comply with this section.
- Representation. When creating an account, you agree to provide accurate, true, complete and current information about yourself as prompted by the Sites and to promptly update such information to maintain accurate, true, complete and current information. If you provide any inaccurate, false, incomplete, or outdated information, or we in our sole discretion suspect that such information is inaccurate, false, incomplete or outdated, we reserve the right to suspend or terminate your account and prohibit any and all current or future use of the Sites.
6. Account Termination
We reserve the right to terminate your account, at any time, with or without notice, for any conduct that we, in our sole discretion, determine is in violation of this Agreement, laws or regulations, or is otherwise harmful to another user of our Sites or other third-party interests.
7. Product Information and Pricing
While we endeavor to provide accurate product information on our Sites, such information is provided as a convenience to you and many times based on third-party information, and you should not rely solely on the product information presented on the Sites. You should always read carefully the labels before purchasing any products. None of the entities associated with us nor product manufacturers assume any liability for inaccuracies, misstatements, or omissions related to any product information listed on the Sites. In addition, even though we make an effort to describe and display our products and services accurately on the Sites, products may be mispriced, described inaccurately, or unavailable and we may experience delay in updating such respective information on our Sites. We make no representations, warranties, or guarantees, whether express or implied, that the content on our Sites is accurate, complete, or up to date.
8. Conduct When Using the Sites
By accessing and/or using the Sites, you agree not to:
- Use the Sites for any purpose that runs contrary to this Agreement.
- Use the Sites in any manner contrary to local, state, provincial, federal, or international laws, including but not limited to using the Sites and the information contained therein to make determinations concerning financial loan applications, employment, housing, access to public services, or other related services. You further agree you will not use the Sites for any illegal purpose or for the transmission of material that is unlawful, harassing, libelous (untrue and damaging to others), invasive of another’s privacy, abusive, threatening, or obscene, or that infringes the copyrights (rights of an owner of written material) or other intellectual property of others.
- Use the Sites for any commercial purpose without our prior written consent.
- Copy, modify, transmit, create any derivative works from, make use of, or reproduce in any way any copyrighted materials, images, trademarks, trade names, service marks, or other intellectual property, content or proprietary information accessible through the Sites without our prior written consent.
- Express or imply that any statements you make are endorsed by Silver Jeans.
- Use any robot, bot, spider, crawler, scraper, site search / retrieval application, proxy or other manual or automatic device, method or process to access, retrieve, index, “data mine,” or in any way reproduce or circumvent the navigational structure or presentation of the Sites or their content.
- Use the Sites in any way that could interfere with, disrupt or negatively affect the Sites or the servers or networks connected to the Sites.
- Upload viruses or other malicious code or otherwise compromise the security of the Sites.
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted to or through the Sites.
- “Frame” or “mirror” any part of the Sites without our prior written consent.
- Use meta tags or code or other devices containing any reference to Silver Jeans (or any trademark, trade name, service mark, logo or slogan of Silver Jeans) to direct any person to any other website for any purpose.
- Modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Sites, or cause others to do so.
- Use or develop any third-party application that interacts with the Sites without our prior written consent.
- Probe, scan, or test the vulnerability of our Sites or any system or network.
- Encourage or promote any illegal activity or activity that otherwise that violates this Agreement.
- Involve, provide, or contribute any false, inaccurate, or misleading information.
We reserve the right at any time to investigate, and take any available action in response to any unauthorized use of the Sites, including but not limited to the suspension or termination of your account.
9. Links to other Websites and Third Parties
Our Sites may contain links to third-party websites or services that are not owned or controlled by Silver Jeans, such as links to news stories, court websites, or other third parties. Silver Jeans has no control over, and assumes no responsibility for the content, accuracy, privacy policies, or practices of any third-party websites or services so linked. Silver Jeans strongly urges you to read the terms and conditions and privacy policies of any third-party website or services you visit.
10. Online Purchases
[All orders, purchases or transactions for the sale of products made using the Sites are subject to the terms and conditions of sale, found at Shipping Policy also incorporated into these Terms and Conditions]
12. Copyright Infringement Policy
In alignment with the Digital Millennium Copyright Act (“DMCA”), we have established the procedure outlined below to address any alleged copyright infringement on the Sites. If you believe your work has been copied and has been posted on the Sites in a way that constitutes copyright infringement, you may provide us with notice of your complaint by contacting us with the following information, in writing:
- The electronic or physical signature of the owner of the copyright or a person authorized to act on the owner’s behalf;
- Identification of the copyrighted work that you claim has been infringed;
- Identification of the material that is claimed to be infringing, with information about its location reasonably specific to permit us to locate the material;
- Your name, address, telephone number, and email address;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- A statement, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf.
After receiving a notification, we will process and investigate the notification and will take appropriate actions under the DMCA and other applicable intellectual property laws. Upon receipt of a notification that complies or substantially complies with the DMCA (as set forth above), we will act expeditiously to remove or disable access to any material claimed to be infringing or claimed to be the subject of infringing activity, and will act expeditiously to remove or disable access to any reference or link to material or activity that is claimed to be infringing. We will promptly take reasonable steps to notify the member that is the subject of the notification that it has removed or disabled access to such material.
13. Modifying the Sites / Termination
Silver Jeans is always striving to improve its Sites and bring you additional functionality that you will find engaging and useful. This means we may add new product features or enhancements from time to time, as well as remove some features. If these actions do not materially impact your rights or obligations, we may not provide you with notice of these changes before making them. We may also suspend the Sites entirely, in which event we will notify you in advance unless extenuating circumstances, such as safety or security concerns, prevent us from doing so.
Silver Jeans may terminate your account at any time without notice if it believes that you have violated this Agreement.
14. Silver Jeans Rights
By creating an account, you grant to Silver Jeans a worldwide, transferable, sub-licensable, royalty-free, right and license to host, store, use, copy, display, reproduce, adapt, edit, publish, modify and distribute information you authorize us to access from Google and Facebook, as well as any information you post, upload, display or otherwise make available (collectively, “post”) on the Sites (collectively, “Content”). Silver Jeans’s license to your Content shall be non-exclusive, except that Silver Jeans’s license shall be exclusive with respect to derivative works created through use of the Sites. For example, Silver Jeans would have an exclusive license to screenshots of the Sites that include your Content. In addition, so that Silver Jeans can prevent the use of your Content outside of the Sites, you authorize Silver Jeans to act on your behalf with respect to infringing uses of your Content taken from the Sites by other members or third parties. This expressly includes the authority, but not the obligation, to send notices pursuant to 17 U.S.C. § 512(c)(3) (i.e., DMCA Takedown Notices) on your behalf if your Content is taken and used by third parties outside of the Sites. Our license to your Content is subject to your rights under applicable law (for example laws regarding personal data protection to the extent any Content contains personal information as defined by those laws) and is for the limited purpose of operating, developing, providing, and improving the Sites and researching and developing new ones.
You agree that Silver Jeans may access, preserve and disclose your account information and Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary, such as to: (i) comply with legal process; (ii) enforce this Agreement; (iii) respond to claims that any Content violates the rights of third parties; (iv) respond to your requests for customer service; or (v) protect the rights, property or personal safety of Silver Jeans or any other person.
By submitting the Content, you declare and warrant that you own or have the necessary rights to submit the Content and have the right to grant the licence hereof to us and our affiliates and service providers, and each of their and our respective licensees, successors, and assigns to the Content. We have the right, without provision of notice, to remove or refuse to post on the Sites any Content for any or no reason in our sole discretion.
15. Copyright, Trademark, and other Intellectual Property
You acknowledge that the Sites and all materials on the Sites, including without limitation to the Sites’ design, text, graphics, sounds, pictures, software and other files, its look and feel, and the selection and arrangement thereof (collectively, “Materials”) are our property and are subject to and protected by United States, Canadian and international copyright or other intellectual property laws and rights. The trademarks, service marks, trade dress, trade names, and logos contained on the Sites, including without limitation to trademarks registered in the United States (collectively, “Marks”) are the sole property of Silver Jeans. In addition, all page headers, custom graphics, and custom icons are Marks of Silver Jeans. You must not use the Marks without the prior written permission of Silver Jeans.
Silver Jeans grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sublicensable license to access and use the Sites. This license is for the sole purpose of letting you use and enjoy the Sites as intended by Silver Jeans, and as permitted by this Agreement. All rights not expressly granted herein are reserved by Silver Jeans. Other copyrights, trademarks, product names, company names, logos or intellectual property are the property of the respective owners with all rights reserved. Site references to third parties or their copyrights, trademarks, or other intellectual property do not constitute or imply affiliation with, endorsement of, or recommendation of Silver Jeans by the respective trademark owner(s), or by Silver Jeans of the respective trademark owner(s).
16. Disclaimer of Warranties; Limitation of Liability; Indemnification
- Disclaimer of Warranties. Some jurisdictions, including Quebec, do not allow for the exclusion or limitation of legal warranties or conditions and, if required by applicable law, some of the contents of this section may not apply to certain users. Subject to applicable law, silver jeans makes the following disclaimers of warranties. Silver jeans disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material provided on the sites. Silver jeans disclaims any responsibility or liability for the deletion, failure to store, misdelivery, or untimely delivery of any information or material made available through the sites. Silver jeans disclaims any responsibility or liability for any harm resulting use of the sites. Silver jeans provides the sites on an “as is” and “as available” basis with no warranties whatsoever. Silver jeans expressly disclaims to the fullest extent permitted by law all express, implied, and statutory warranties, including, without limitation, the warranty of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights. Silver jeans further disclaims any warranties regarding the security, reliability, timeliness, and performance of the sites. Silver jeans further disclaims any warranties relating to any information obtained through the sites, any links provided by the sites, as well as any information received through any of the links provided in the sites. To the fullest extent provided by law, silver jeans will not be liable for any loss or damage caused by denial-of-service attack, distributed denial-of-service attack, overloading, flooding, mailbombing, or crashing, viruses, trojan horses, worms, logic bombs, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the website or any services or items found or attained through the website or to your downloading of any material posted on it, or on any website linked to it. Silver jeans is not responsible or legally liable to any third party for the content or accuracy of any content submitted by you or any other user of the sites.
- Limitation of Liability. Some jurisdictions, including Quebec, do not allow all or part of the following limitations or exclusions of liability and, if required by applicable law, the contents of this section may not apply to users of the site. Subject to applicable law, under no circumstances shall silver jeans be liable to any user of the sites, or any other third party that has agreed to this agreement, for any direct, indirect, incidental, consequential, special, exemplary, and/or punitive damages, whether such damages or a claim for such damages is based on warranty, contract, tort (including negligence), or other claim available under applicable law, even if silver jeans has been advised of the possibility of such damages. Such limitation of liability shall apply whether the damages arise from use or misuse of and reliance on the sites, from inability to use the sites, or from the interruption, suspension, or termination of the sites (including such damages incurred by any third parties). This limitation shall also apply with regard to damages incurred by reason of other services or goods received through the sites or received through links provided on the sites, as well as by reason of any information or advice received through the sites or through links provided on the sites. This limitation shall also apply, without limitation, to the costs of procurement of substitute goods or services, lost profits, lost data, loss of business goodwill, loss of reputational goodwill, or other such damages. Such limitation shall further apply with regard to the performance or non-performance of the sites or any information that appears on or is linked or related in any way to the sites. To the extent any such damages are required by applicable law, they shall be capped at one hundred dollars ($100) (us).
- Indemnity. You agree, to the maximum extent permitted under applicable law, to indemnify, defend, and hold harmless silver jeans and its respective officers, directors, agents, and employees from any and all complaints, demands, claims, damages, losses, costs (including attorneys’ fees), penalties and/or other expenses, due to, arising out of, or relating in any way to your access or use of the sites, or your violation of this agreement.
17. Force Majeure
Under no circumstances shall Silver Jeans be held responsible or liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war (including but not limited to cyber related events and/or occurrences attributed to state and/or quasi-state actors by either public or privacy organizations and/or entities and/or governments), governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, lighting, or air conditioning.
18. Dispute Resolution, Arbitration, Class-Action Waiver, and Jury Waiver
- Disputes. The terms of this Section 18 shall apply to all Disputes between you and Silver Jeans. For the purposes of this Section, “Dispute” shall mean any dispute, claim, controversy or action between you and Silver Jeans arising under or relating to your use of the Sites, this Agreement, or any other transaction involving you and Silver Jeans, whether in contract, warranty, misrepresentation, fraud, tort, intentional tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be interpreted to be given the broadest meaning allowable under law. YOU AND SILVER JEANS AGREE THAT “DISPUTE” AS DEFINED IN THIS AGREEMENT SHALL NOT INCLUDE ANY CLAIM OR CAUSE OF ACTION BY YOU OR SILVER JEANS FOR: (1) TRADE SECRET MISAPPROPRIATION; (2) PATENT INFRINGEMENT; (3) COPYRIGHT INFRINGEMENT OR MISUSE; (4) TRADEMARK INFRINGEMENT OR DILUTION; AND (5) BREACH OF ANY APPLICABLE PRIVACY LAWS.
- Dispute Notice. In the event of a Dispute, you or Silver Jeans may first send to the other party a notice of the Dispute that shall include a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the Dispute, and the relief requested (the “Dispute Notice”). The Dispute Notice to Silver Jeans must be addressed to Privacy Officer (“Silver Jeans Notice Address”). The Dispute Notice to you will be sent by certified mail to the most recent address we have on file or otherwise in our records for you, or via email if we do not have any such address on file. If Silver Jeans and you do not reach an agreement to resolve the Dispute within sixty (60) days after the Dispute Notice is received, you or Silver Jeans may commence an arbitration proceeding pursuant to this Section. Following submission and receipt of the Dispute Notice, each party agrees to act in good faith to seek to resolve the Dispute before commencing arbitration.
- Small Claims Court. Notwithstanding the foregoing, you may bring an individual action in the small claims court of your municipality, province or territory if the action is within that court’s jurisdiction and is pending only in that court.
- Arbitration Procedure. If a party elects to commence arbitration, the arbitration shall be administered by the Canadian Arbitration Association (CAA) and be governed by the CAA Consumer Regular Arbitration Rules (CAA Rules).; If there is a conflict between the CAA Rules and the rules set forth in this Agreement, the rules set forth in this Agreement shall govern. All Disputes shall be resolved by a single neutral arbitrator, and both parties shall have a reasonable opportunity to participate in the selection of the arbitrator. The arbitrator is bound by the terms of this Agreement. The arbitrator, and not any federal, provincial, territorial or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to, any claim that all or any part of this Agreement is void or voidable. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.
- Hearing Format. Unless otherwise agreed, the arbitration shall take place in Winnipeg, Manitoba but may proceed virtually in the event the total amount of the claim does not exceed $2,500 CAD dollars (if you so chooses). In all hearing formats, the arbitrator shall issue a written decision that explains the essential findings and conclusions on which an award, in any, is based. During the arbitration, the amount of any settlement offer made by Silver Jeans or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Silver Jeans is entitled. The discovery or exchange of non-privileged information relevant to the Dispute may be allowed during the arbitration.
- Arbitration Fees. Silver Jeans will pay, or (if applicable) reimburse you, for all CAA (as applicable) filing, administration, and arbitration fees for any arbitration commenced by you or Silver Jeans pursuant to this Agreement. You are responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses.
- Severability. If any provision in this Section is found to be unenforceable, that provision shall be severed with the remainder of this Agreement remaining in full force and effect. The foregoing shall not apply to the prohibition against class or representative actions; if the prohibition against class or representative actions is found to be unenforceable, this entire Section shall be null and void. The terms of this Section shall otherwise survive any termination of this Agreement.
- Exclusive Venue for Other Controversies. Silver Jeans and you agree that any controversy excluded from the dispute resolution procedure and class action waiver provisions in this Section (other than an individual action filed in small claims court) shall be filed only in the courts located within the Province of Manitoba, and each party hereby irrevocably and unconditionally consents and submits to the exclusive jurisdiction of such courts for any such controversy.
19. Governing Law; Jurisdiction and Venue
This Agreement will be governed by and construed in accordance with the laws of the Province of Manitoba, without giving effect to its conflict of laws provisions or the laws of your state. If for any reason a court of competent jurisdiction or arbitrator finds any provision or portion of this Agreement to be unenforceable, the remaining portion of this Agreement will continue in full force and effect.
20. Term and Termination
This Agreement are effective until terminated either by Silver Jeans or you. We, in our sole discretion, may suspend or terminate this Agreement at any time with or without notice, and may deny you access to the Sites or any portion thereof as a result. You may also terminate this Agreement at any time by discontinuing your use of the Sites and terminating your account. Upon termination of this Agreement by us or you, you must destroy all materials obtained from the Sites, including any and all copies of such materials whether made under this Agreement or otherwise.
You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding upon, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns.
22. Statute of Limitations
You agree that regardless of any statute or law to the contrary, any claim or cause of action by you against Silver Jeans arising from or relating to the use of the Sites must be filed within one (1) year after such claim or cause of action arose or such claim or cause of action will be permanently barred.
23. Entire Agreement; Severability; Relationship
This Agreement constitute the entire agreement between you and Silver Jeans. If any part of this Agreement are determined to be invalid or unenforceable, then such invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the allocation or risks, and the remainder of this Agreement will continue in effect. If any provision(s) is found to be contrary to law, then such provision(s) will be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. Any failure to exercise or delay in exercising any right, power or privilege under this Agreement shall not operate as a waiver; nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof. You agree that your Silver Jeans account is non-transferable and all of your rights to your account terminate upon your death. No agency, partnership, joint venture, fiduciary or other special relationship or employment is created as a result of this Agreement, and you may not make any representations on behalf of or bind Silver Jeans.
24. Contact Us
If you have any questions about this Agreement, contact us at email@example.com.