TERMS OF SALE

LAST UPDATED: May 2022

THIS DOCUMENT CONTAINS VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS THAT MIGHT APPLY TO YOU. PLEASE READ IT CAREFULLY.

The following Terms of Sale (the “Terms of Sale”) (together with any documents referred to herein) apply to your use of our website: ca.sandro-paris.com. This website, including any of its related web pages, content, functionality and services offered thereon (a "Website") is operated by SMCP CANADA, Inc. (“SMCP”, “us”, “our” or “we”). References to SMCP CANADA, Inc. shall include our Brands (“Sandro”).

By placing an online order from this Website, and checking the Terms of Sales checkbox, you accept and are bound by these Terms of Sale

The Terms of Use can be viewed here.

The FAQs can be viewed here.

The Privacy Policy can be viewed here.

DEFINITIONS

. ITEM: Products of any nature offered for sale (e-commerce service) on the Website.

. CUSTOMER: a non-retailer natural person placing the Order and who enjoys full legal capacity.

. ORDER: the commitment to purchase all Items selected by the Customer via the e-commerce service of the Website.

. WEBSITE: the website published by Sandro and accessible at ca.sandro-paris.com.

PREAMBLE

The present Terms of Sale apply exclusively between any Customer and the Company.

If you have any questions about these Terms of Sale or want to request permission to reproduce Content from this Website, please contact us in one of the following ways: E-mail us at: customercare@cs-ca.sandro-paris.com; Mail us at: 44 Wall St, 12th Fl, New York, NY 10005; or call us at: 1.855.484.1820.

The Terms of Sale are applicable without limitation or reservation to all Items offered for sale on the Website. Any Order on the Website is subject to prior consultation and acceptance without reservation of the present Terms of Sale and the applicable prices by the Customer. Clicking on the "Checkout" button accessible on the page dedicated to the validation of the order, and checking the Terms of Sales checkbox, constitutes the Customer's acceptance.

The present Terms of Sale shall prevail over any other document.

WARNING STATEMENT

The sale of Items on the Website is reserved exclusively for retail sale to private individuals.

In no case may the Website be used by Customers who are professional sellers, alone or in a group, regardless of the method used for the marketing of their products (online marketplaces, shopping galleries, broker, brick and mortar stores in particular). Accordingly, the Customer acknowledges and accepts that the Items can only be purchased in quantities corresponding to the average buying needs of a consumer, both in terms of the number of Items ordered in a single order and in the number of individual Orders corresponding to the usual quantity purchased of the same product by an average consumer. We reserve the right to refuse an order clearly placed by a professional selling Customer.

Every Customer declares to be informed of the unreliability of the Internet network, especially in terms of data transmission security, non-guaranteed continuity in access to the Website, and non-guaranteed performance in terms of volume and speed of data transmission and spread of viruses.

SMCP warns each Customer about the need to implement a solution and security measures on their computer or portable or mobile devices in order to prevent the spread of viruses.

CREATION OF CUSTOMER ACCOUNT

Any SMCP Customer may freely create a customer account at no charge through the "Create an account" section.

A customer account is created by the Customer by completing the form offered to him/her for their identification data.

This account is strictly personal to the Customer and allows the Customer to identify himself/herself before validating each Order.

During the creation of the Customer account, the Customer enters the data allowing their identification under their full responsibility, controls, and directions and commits to provide complete, accurate, and up-to-date information and to not usurp the identity of a third party or hide or modify their age.

During the creation of a customer account, the Customer chooses their username (email) and password. If the chosen username is already assigned, the system requires the Customer to choose another one.

The usernames and passwords are personal and confidential. While we take all reasonable precautions and are committed to protecting the personal data of our Customers, the Customer is informed of the need to keep their password secret and not to disclose it to a third party for any reason whatsoever.

A Client who suspects the use of the username and password by a third party must immediately alert us in order for their password to be changed and/or to choose to have their customer account closed.

We reserve the possibility to close any customer account and accordingly refuse any sale to a Customer in the event of a payment default on one or more previous Orders.

In this case, we shall send an email to the Customer at the address indicated by him/her during the creation of their customer account informing him/her of the disabling of their username and password and the closure of their account. The Client shall be given a reasonable notice period of eight (8) calendar days to possibly express their comments with us, without prejudice to the suspension of their Account during the notice period.

In general, the Customer is informed that their account may be closed following the Customer's first request submitted to us by email.

CHARACTERISTICS AND AVAILABILITY OF THE ITEMS

We do our best to make sure that all items on the Website are in stock and available for sale, but in certain cases, the information may be outdated or incorrect in which case the customer’s remedy is a return of any payments or charges for such item, if any.

We reserve the right to remove from sale any Item on this Website at any time and/or replace or modify any information associated with the Items on this Website.

If an Item is unavailable, after their Order is placed, the Customer shall be informed by email. Their order shall then be automatically cancelled. No charge shall be applied since we only charge once an item ships.

The characteristics of the Items sold on the Website (photographs, graphics, and descriptions of the Items, etc.) are given merely as a guide and may vary over time and depending on each individual shipped Item. Only the visual of the Item displayed [on the Website] at the time of the Order’s completion should be taken into account by the Customer. The Item characteristics and visuals are non-binding contractually.

In case of errors or omissions relating to the description of an Item, our responsibility shall be limited to the reimbursement of reasonable costs incurred by the Customer for sending the Item back.

ORDERING OF ITEMS

Every Order entails an obligation of payment.

The Customers declare that they have reached the age of majority in their province or territory of residence and have legal capacity to enter into this agreement.

To place an Order, the Customer must follow the online purchase process (https://ca.sandro-paris.com/en/faq/faq.html) and click on "Checkout" to submit the Order.

Payment for the Order constitutes acceptance of the present Terms of Sale, the price of the Items, and the content of the Order.

After validation of the payment, we will send an Order confirmation email to the Customer.

Every Order is subject to our prior acceptance and is definitively confirmed only after the Customer's receipt of an email confirming the shipment of the Item(s).

Any Order may be refunded should it occur that the conditions under which it was placed breached the present Terms of Sale.

If the Customer does not receive any email following their Order, it is their responsibility to contact our customer service department.

In no case shall we be held liable for an input error or transmission of an input error attributable to the consumer and preventing the delivery of the confirmation email and/or Items.

It is recommended that the Customer print their Order confirmation email.

For any questions relating to the tracking of an Order, the Customer must consult their customer account on the Website or contact customer service.

PRICE OF THE ITEMS

All prices posted on this Site are subject to change without notice.

The prices are indicated on the Website in Canadian dollars, excluding taxes and shipping and handling costs.

The amount of shipping costs and taxes, as well as total cost payable, are specified on the Website’s shopping cart before validation of the Order.

The Items are charged on the basis of the rates in force at the time of the validation of each Order.

The price charged for the Items is therefore the price indicated at the time of the Order.

PAYMENT FOR THE ORDER

Every Order entails an obligation of payment. The Order is final only as from the date of full payment of the price and the costs associated with the Order.

The price charged to the Customer is the price indicated in the Order confirmation sent to the Customer by email.

Once the Order ships, the Customer is charged and informed by email that their invoice including delivery costs and applicable taxes is accessible online on the customer account.

Transactions carried out on the Website are entrusted to secure online payment platform CYBERSOURCE.

This platform presents secure pages for the input of payment data, including card number, expiry date, and security code.

This platform encrypts and then transmits the payment data to the payment services provider confidentially and makes them inaccessible to third parties.

It is possible for the Customer to save their payment card data on their account. The data in this case remain encrypted and inaccessible.

ORDER CANCELLATION

Orders cancelled by customers

Customers may cancel their orders two (2) hours after the order was placed through their customer interface on ca.sandro-paris.com or by contacting customer service by phone via 1.855.484.1820 or via the contact form. Except to the extent provided by law, past that timeframe, it is no longer possible to cancel orders. Once cancelled, charges may be kept on hold on the account for a period of 10 business days.

Orders cancelled by us

We reserve the right to cancel orders if stock is no longer available at the time of the order processing. This results in an order cancellation. Once cancelled, charges may be kept on hold on the account for a period of 7 business days.

TERMS OF DELIVERY

The Items are available for delivery only in Canada.

The Customer shall receive an Order number by email confirming the handling of their Order. The Customer shall be informed of the different stages of their Order by email.

Ordered Items shall be delivered within a normal period of 5 to 15 days and a maximum of 30 calendar days from the registration of the Order, subject to full payment of the price.

The Customer is offered free standard shipping for any order:

. The Customer can use the shipment number to track their parcel on the carrier's website.

. The Customer is informed that they are responsible for providing accurately all the necessary details for the proper routing of their Order and the complete delivery (street number, postal code for example).

. The Customer fully and exclusively assumes the risks relating to the Items once they have been delivered.

DELIVERY PERIOD

The Items shall be delivered to the address indicated by the Customer in a timely manner.

Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipments.

If the Order is definitively cancelled, the Customer shall obtain a refund for the price paid for their Order within 30 days following the cancellation confirmed by email.

Each delivery shall be deemed complete once the package has been delivered to the Customer.

If the parcel is damaged or if the Item does not match the Customer's Order, the Customer must initiate the return procedure within 30 calendar days after the shipment.

RETURN AND REFUND

In case of delivery of an Item not meeting the Customer's expectations, the Customer may return that Item for any reason within a period of thirty (30) calendar days after receipt of their Order.

. By mail, using the prepaid shipping label and return form included in the parcel.

. In store, visiting the location with the item and invoice.

Any request made beyond the period of thirty (30) days after receipt of their Order will not be accepted.

Refunds shall be issued only for new products that are not worn, not soiled, and not washed. The Item must be returned in its original packaging accompanied by the garment label.

o Returns by mail
An C$10.00 shipping and handling fee will be deducted from total refund amount. The Customer has a prepaid shipping label in their package if the item is not Final Sale.

To make a return:
1. The Customer must check the product(s) to be returned on the return form included in their package
2. The Customer must include this return form in their return box as well as the product(s) to be returned
3. The Customer must affix the prepaid shipping label on their box
4. The Customer must drop off their box at a FEDEX location

Returns by post are processed within 5-15 business days. Once processed, the refunded amount is visible on the customer’s original form of payment within 3-4 business days.
If the customer did not receive their refund past the 15-business day timeline and the tracking number shows the package has been returned to our facility, we ask that the customer to contact our customer service team for further information.

o Returns in store
Alternatively, items can be returned to Sandro stores as applicable (excluding shop-in-shop locations) following the same above criteria.

Once the returned Items are verified, we commit to issue a refund to the Customer as soon as possible and no later than twenty (20) calendar days following the date of validation of the return to the Customer's bank account or payment account used to pay for the Items. The refunded amount is visible on the customer’s original form of payment within 3-4 business days.

The Customer shall receive a confirmation email once the refund is initiated. The Customer may access information on the return of their parcel in the "my orders" section of their customer area.

o FINAL SALE items
Final Sale items with the “Final Sale” mention, are not eligible for returns in stores or online. This includes any item purchased during our online Archives sales, or seasonal sales, when applicable.

o International returns
Return shipping labels are for use within Canada only. We do not provide return labels for customers based in international locations. Any customer residing in an international location will be required to return their items via appropriate postal service or courier services and insurance covering the cost of the items is recommended.

CUSTOMER SERVICE

WARRANTIES

THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY AMONG JURISDICTIONS.

If the Customer wishes to make a complaint regarding defects in the delivered Items, including damage during transport, they must submit it immediately using the contact form on the Website. All information necessary to apply these warranties shall be provided to the Customer.

Once the defect is verified, we undertake to issue a refund to the Customer for all amounts paid for the item concerned, as well as shipping costs, to the payment method indicated by the Customer, as soon as possible, and no later than thirty (30) days following the date on which the date on which the defect is verified.

This limited warranty expires thirty (30) days following delivery and extends only to the original purchaser of Items from the Website. It is not transferrable and does not extend to any subsequent or other owner or transferee of the Items.

This limited warranty does not cover any damages due to:

. transportation;

. storage;

. improper use;

. modifications;

. unauthorized repair;

. normal wear and tear; or

. external causes such as accidents, abuse, or other actions or events beyond our reasonable control.

THE REMEDIES DESCRIBED ABOVE ARE YOUR SOLE AND EXCLUSIVE REMEDIES AND OUR ENTIRE OBLIGATION AND LIABILITY FOR ANY BREACH OF THIS LIMITED WARRANTY. OUR LIABILITY WILL UNDER NO CIRCUMSTANCES EXCEED THE ACTUAL AMOUNT PAID BY YOU FOR THE DEFECTIVE ITEM THAT YOU HAVE PURCHASED THROUGH THE WEBSITE, NOR WILL WE UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES OR LOSSES, WHETHER DIRECT OR INDIRECT.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

CONVENTION OF EVIDENCE

The Customer acknowledges and accepts that the Order recording systems provide evidence of all transactions between us and the Customer.

The Customer acknowledges and accepts that evidence of his/her acceptance and understanding of the present Terms of Sale (and their possible updates) is characterized by clicking "CHECKOUT" on the order validation page for each order.

To that end, the Customer acknowledges and accepts that the computerized data stored within our computer servers in reasonable conditions of security and integrity are considered irrefutable proof of acceptance of the Terms of Sale and proof of all transactions between us and the Customer. Accordingly, except in case of an obvious error by us proved by the Customer, the Customer may not dispute the admissibility, validity, or probative nature of the Terms of Sale and the content of the Order, on the basis of any legal provision that would specify that certain documents must be written or signed to constitute evidence.

These elements thus constitute evidence and, if they are produced as a means of evidence by us in any legal proceedings or other, shall be admissible, valid, and enforceable in the same way, under the same conditions and with the same probative nature as any document established, received, or retained in writing.

LIABILITY

We reserve the right to modify the information contained on this Website at any time without notice.

We undertake to describe the Items sold on the Website accurately and to ensure, under normal conditions, the updating of the information displayed there.

However, we cannot guarantee the accuracy, precision, or completeness of the information made available to Customers on the Website.

To the fullest extent permitted by applicable law, we will not be held liable in case of (a) non-substantial differences between the photos presenting the Items on the Website, texts, and illustrations and the ordered Items; (b) if items offered for sale are subsequently determined to be out-of-stock or otherwise unavailable.

The Customer acknowledges and accepts that the prices of the Items are likely to vary between the website and the shops and that, in any case, this price difference may not serve as the basis of a request for full or partial refund for Items purchased on the Website or in stores.

FORCE MAJEURE

We shall not be held liable for any failure or delay in the performance of our contractual obligations or the execution of Orders resulting from or caused by unforeseeable circumstances or events outside our control ("Case of Force Majeure").

A Case of Force Majeure includes any act, event, failure to perform, omission, or accident beyond our control and includes but is not limited to:
1. Strikes, closures, or other industrial actions.
2. Civil unrest, riot, invasion, terrorist attack or threat of terrorist attack, war (declared or not), or threat or preparation of war.
3. Fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic, or other natural disasters.
4. Inability to use transport by rails, boats, planes, roads, or other public or private means of transport.
5. Inability to use the public and private telecommunications networks.
6. Acts, decrees, legislation, regulations, or restrictions of all governments.
7. Strike, malfunction, or accidents in maritime, postal, or other transport.

The performance of the Terms of Sale shall be suspended as long as the Case of Force Majeure lasts, and the performance and delivery periods shall be extended accordingly. As much as possible, we shall endeavor to end the Case of Force Majeure or find a solution allowing it to meet its contractual obligations despite the Case of Force Majeure.

LICENSE

We grant a limited license to the Customer for access to the Website for its personal and non-professional use of the Website.

In no case is the Customer authorized to download or modify all or part of this Website without our express written authorization.

In no case should this Website or any part of this Website be reproduced, copied, sold, or used for commercial or professional reasons without our express written authorization.
The Customer must not use techniques to copy a trademark, logo, or any other information (in particular images, text, and layouts) owned by us without its express written consent.

We authorize the Customer, on a non-exclusive and revocable basis, to create a hyperlink to the Website's homepage, provided that this link cannot create any deceitful, false, derogatory, or infringing nature against the Items, us, or any of its registered trademarks or that may harm us.

In no case may we be held liable for the creation of this hyperlink in any capacity whatsoever.

PRIVACY POLICY

Please refer to the Privacy Policy accessible here.

INTELLECTUAL PROPERTY

We are the exclusive holder of the intellectual property rights to:

. The Items offered on the Website and the trademarks associated with the Items,

. The Website, the organization and titles of its sections, the visual and graphic identity, its design, its ergonomics, its features, software, texts, animated or fixed images, sounds, know-how, drawings, graphics, and any other element composing the Website,

. The databases, their structure, and their content, designed and managed by us for the needs of the Website's publication,

. All design elements of the Website, whether they are graphic or technical,

. The names, abbreviations, logos, colors, graphics, or other signs that may be used, produced, or implemented by us.

It is therefore forbidden to reproduce in any form whatsoever, directly or indirectly, the elements referred to in the preceding paragraph, or alter the trademarks, patents, names, symbols, logos, colors, graphics, or other signs appearing on the elements made available within the Website, or, more generally, use or exploit these elements other than as part of the performance hereof.

As such, the reproduction or use of all or part of these elements is authorized only for the exclusive purposes of information for personal and private use. Any reproduction and any use of copies done for other purposes is expressly prohibited.

Any other use, except with our prior written authorization, constitutes an infringement and is punishable under intellectual property laws.

MODIFICATION OF THE TERMS OF SALE

To the fullest extent permitted by applicable and given the possible changes to the Website and applicable law, we reserve the right to modify these TERMS OF SALE at any time. No changes will apply retroactively to transactions made before these modifications.

ASSIGNMENT

You will not assign any of your rights or delegate any of your obligations under these Terms of Sale without our prior written consent. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves you of any of your obligations under these Terms of Sale.

NO THIRD-PARTY BENEFICIARIES

These Terms of Sale do not and are not intended to confer any rights or remedies upon any person other than you.

APPLICABLE LAW AND JURIDICTION

Not applicable to Quebec consumers: To the fullest extent permitted by applicable law, these Terms of Sale shall be governed by and construed in accordance with the internal laws of the Province of Ontario, without regard to its principles of conflict of laws, and the federal laws of Canada applicable therein. The sole and exclusive jurisdiction for any claim, dispute or Proceeding (“Action”) arising out of or related to these Terms of Sale shall be in the the court of competent jurisdiction of located in the City of Toronto, Ontario. For consumers residing in Quebec: These Terms of Use shall be governed by and construed in accordance with the internal laws of the Province of Quebec, without regard to its principles of conflict of laws. The sole and exclusive jurisdiction for any Action arising out of or related to these Terms of Use shall be in the court of competent jurisdiction of located in the District of Montreal, Quebec. You hereby irrevocably consent to the personal and exclusive jurisdiction of such courts and waive any objections you may have on the basis of forum non-convenient, venue, jurisdiction or otherwise. Notwithstanding the foregoing, (1) if you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any court of competent jurisdiction, and (2) we reserve the right to bring an Action against you for a breach of these Terms of Sale in your country of residence or any other relevant country. A printed version of the Terms of Sale shall be admissible in judicial and administrative proceedings based upon or relating to these Terms of Sale to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. We may provide notice to you relating to the Website and/or these Terms of Sale by sending an e-mail to your last known e-mail address, and any such notice shall be deemed given and received on the day it is sent.