Ownership of Site & Agreement to Terms and Conditions of Use

Welcome to our website. By continuing to access, visit, browse and use this website you signify that you read, understand and agree to comply with and be bound by the following terms and conditions of use (“Terms and Conditions”) and the Privacy Policy whether or not you are a registered member of the Site.

These Terms and Conditions apply to the Suitly web site located at www.suitly.com, its affiliated businesses and Suitly websites around the world (collectively, the "Site"). The Site is the property of Suitly Apparel Inc. ("Suitly") and its licensors. The Site is operated by Suitly.

If you disagree with any part of these Terms and Conditions, please do not use the Site. You are only authorized to use the Site (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and these Terms and Conditions.

BY ACCESSING THE SITE, YOU AGREE TO ABIDE BY THESE TERMS AND CONDITIONS.

As long as you comply with these Terms and Conditions, Suitly grants you a personal, non-exclusive, non-transferable, limited privilege to enter and use the Site.

PLEASE READ THESE TERMS AND CONDITIONS AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.

Changes to the Terms and Conditions

Suitly reserves the right, at its sole discretion, to change, modify, revise, add or delete portions of these Terms and Conditions, at any time. It is your responsibility to check these Terms and Conditions periodically for changes. Your continued use of, access to or browsing of the Site following the posting of changes to the Terms and Conditions means that you accept and agree to the changes regardless of whether or not you actually reviewed them. Changes will not apply to orders we have already accepted unless required by law.

Intellectual Property Rights

All information, text, data, graphics, user interfaces, site design, product names, company names, visual interfaces, photographs, videos, music, sounds, trademarks, logos, and computer code (collectively, "Content"), including the design, structure, selection, coordination, expression, appearance, layout, look and arrangement of such Content, contained on the Site are owned, controlled or licensed by or to Suitly, and are protected by copyright and trademark laws, and various other intellectual property rights and competition laws. You agree that these rights are valid and protected in all forms, media and technologies existing now or hereinafter developed.

'Suitly', related words, domain names and logos are trademarks which belong to Suitly Apparel Inc. and they may not be used, copied or reproduced in any way without written consent from Suitly Apparel Inc.. For these purposes "Intellectual Property Rights" includes (wherever and when ever arising and for the full term of each of them): any patent, trade mark, trade name, service mark, service name, design, design right, copyright, database right, moral rights, know how, trade secret and other confidential information, rights in the nature of any of these items in any country, rights in the nature of unfair competition rights and rights to sue for passing off or other similar intellectual or commercial right (in each case whether or not registered or register-able) and registrations of and applications to register any of them.  The Intellectual Property Rights in the Site and the materials on or accessible via it belong to Suitly or its licensors.

Suitly, Perfect-Fit-Guarantee and other marks which may or may not be designated on the Site by a "®"‚ "TM", “SM” or another designation are registered, pending or unregistered trademarks or service marks of Suitly in Canada and other countries. The graphics, logos, page headers, button icons, scripts, and service names on the Site are trademarks or trade dress of Suitly. Without Suitly’s permission, Suitly’s trademarks and trade dress may not be used in connection with any product or service in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits Suitly. All other trademarks not owned by Suitly that appear on the Site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by Suitly.

Except as expressly provided in these Terms and Conditions, no part of the Site or Content may be used, copied, reproduced, exploited, republished, uploaded, posted, publicly displayed, published, licensed, encoded, translated, transmitted, modified, augmented, added to other work or content, deleted, used to create derivative works or adaptations, sold, transferred or distributed in any way in whole or in part to any other computer, server, Website or other medium for publication or distribution or for any commercial enterprise, without Suitly's prior written consent or the prior written consent from the third party that may own the trademark or copyright of information displayed on the Site. Unless explicitly stated herein nothing in these Terms and Conditions shall be construed as conferring any licence to Intellectual Property Rights whether by estoppel, implication or otherwise.

Except as permitted by the fair dealing privilege under the Canadian copyright laws, or your legal rights under any other similar copyright law, you may not upload, post, reproduce or distribute in any way any Content protected by copyright or other proprietary right without obtaining the permission of the owner of the copyright or other proprietary right. You may make copies of portions of the Content for your own personal use only as long as you maintain the copyright and other proprietary rights notices contained in the Content.

Content

The Content of the pages of the Site is for general information and use only. It is subject to change without notice.

Your use of any information or materials on the Site is entirely at your own risk, for which Suitly shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through the Site meet your specific requirements. Images and colours may differ from one monitor to another and descriptions of products are merely there to assist readers, they are in no way a guarantee, representation or warranty of the product. For further information please see the “Disclaimers/Limitation of Liability” section below.

You are eligible to use the Site and, subject to these Terms and Conditions, you are granted a limited licence to access the Site and its Contents and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use provided that you keep all copyright and other proprietary notices intact.

Unauthorised use of the Site may give rise to a claim for damages and/or be a criminal offence.

Your Use of the Site

You may not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. Suitly reserves the right to bar any such activity.

You may not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any Suitly server, or to any of the services offered on or through the Site, by hacking, password "mining" or any other illegitimate means.

You may not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site, or any other customer of Suitly, including any Suitly Account not owned by you, to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Site.

You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or its systems or networks, or any systems or networks connected to Suitly or the Site.

You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person's use of the Site.

You may not use the Site or any Content for any purpose that is unlawful or prohibited by these Terms and Conditions, or to solicit the performance of any illegal activity or other activity which infringes the rights of Suitly or others.

Other Terms and Conditions

From time to time, Suitly may supplement these Terms and Conditions with additional terms and conditions pertaining to specific content, activities or events ("Additional Terms"). Such Additional Terms may be placed on the Site to be viewed in connection with the specific content, activities, features or events and shall be identified as such. You understand and agree that such Additional Terms are hereby incorporated by reference into these Terms and Conditions. The Additional Terms shall prevail if there is a conflict between them and these Terms and Conditions with respect to your use of that portion of the Site or the specific service.

Suitly's obligations, if any, with regard to its products and services are governed solely by the agreements pursuant to which they are provided, and nothing on this Site should be construed to alter such agreements.

Suitly may at any time, without notice, make changes to products or services offered on the Site, or to the prices.

The material on the Site regarding products and services may not be current and Suitly does commit to updating it.

Suitly reserves the right to make an additional charge or charges to your Account for violations of its Remake policy. The Remake policy requires you to have the shipping package of the original item purchased postmarked within 10 days of the successful submission of a remake application. Violations of the Remake policy can result in an additional charge for the remake item at its then current retail value and any applicable taxes. Suitly’s failure to make additional charges to your account does not relieve you from the responsibility to return the original item(s).

Each of the Site’s policies may be changed from time to time and such changes are effective immediately upon their being posted on the Site.

ACCOUNTS, PASSWORDS, SECURITY, PROMOTIONAL & GIFT CARD CODES

Certain portions of the Site and features or services offered on or through the Site may require you to register an Account. You alone are responsible for maintaining the confidentiality of the information related to your Account and for all activity that occurs under your Account. You agree to (a) immediately notify Suitly of any unauthorized use of your Account or password or any other breach of security, and (b) ensure that you exit from your Account at the end of each session. You may be liable for losses incurred by Suitly or any other user of or visitor to the Site due to someone else using your Suitly username, password or Account.

If you provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or Suitly has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Suitly has the right to suspend or terminate your Account and refuse any and all current or future use of the Site (or any portion thereof). You may not use anyone else's Suitly username, password, Account, promotional code or gift card code at any time without their express permission and consent. By entering a gift card or promotion code you are stating that you are the intended recipient of said code. If Suitly has reason to believe that this is untrue or inaccurate Suitly reserves the right to cancel and dishonor any purchase made using the promotion or gift card code. Suitly further reserves the right to suspend or terminate your account and refuse any and all current future use of the site or any portion thereof. Suitly cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

You may not use anyone else's Suitly username, password or Account at any time without their express permission and consent. Suitly cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.

Privacy

Suitly's Privacy Policy applies to your use of, access to and browsing of the Site, and its terms are made a part of these Terms and Conditions by this reference to them. To view Suitly's Privacy Policy, click here.

By using, browsing or accessing the Site, you acknowledge that Internet transmissions are never completely private or secure. You understand that any message or information you send to the Site may be read or intercepted by others, even if there is a special notice that a particular transmission is encrypted and you nonetheless agree to communicate with the Site using internet transmissions.

We may send email communications related to your Account in order to keep you updated about important changes to these Terms and Conditions, the Privacy Policy and other applicable policies. You are responsible for managing your privacy and email settings.

Links to Other Sites

This Site may contain links to other independent third-party websites ("Third Party Sites ") as a service to users of the Site. These Third Party Sites are not under Suitly's control, and Suitly is not responsible for and does not endorse the content of such Third Party Sites. Suitly provides no endorsement or representation of any kind regarding the products, services, content or appropriateness of content of such Third Party Sites. You hereby irrevocably waive any claim against Suitly with respect to such Third Party Sites. You need to make your own decision regarding your interaction with these Third Party Sites.

Disclaimers / Limitation of Liability

ALL INFORMATION PROVIDED ON THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE.

SUITLY DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR ACCESS TO OR USE OF THE SITE AND/OR ANY OF SUITLY’S PRODUCTS OR SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR ACCESS OF, VISIT TO, BROWSING OF AND/OR USE OF THE SITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST SUITLY FOR DISSATISFACTION WITH THE SITE OR ANY CONTENT OR MODIFICATION OR DISCONTINUATION OF OR TO THE SITE (OR ANY PORTION/CONTENT OF IT) OR POLICIES OR PRACTICES BY SUITLY IN PROVIDING THE SITE. PRODUCTS OR SERVICES IS TO STOP USING THE SITE OR ANY SUCH CONTENT AND CANCEL YOUR ACCOUNT, IF APPLICABLE. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

The Site and its Content are provided on an "AS IS" and "AS AVAILABLE" basis without any representation or endorsement made and without warranty or condition of any kind whether express or implied, or arising by statute, usage or trade, custom, or otherwise, of any kind with respect to the Site or the Content. This disclaimer of all representations, warranties and conditions, express or implied, or arising by statute, usage or trade, custom or otherwise, includes but is not limited to warranties of title, the implied warranties of satisfactory quality or merchantability, fitness for a particular purpose, non-infringement, compatibility, security, completeness, integrity, timeliness and accuracy of the Content provided on the Site or the products offered for sale on the Site. You acknowledge that such information and materials, including descriptions of products, may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.

Except where prohibited by law, Suitly will not be liable for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, arising out of or in connection with your use of the Site, even if Suitly has been advised of the possibility of such damages.

Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements

Suitly makes no warranty that your use of the Site will provide specific results, that the functionality of the Site or any Content, service or feature of the Site will be uninterrupted or error free, that defects will be corrected or that the Site or the server that makes it available are free of viruses or anything else which may be harmful or destructive. Accordingly Suitly cannot ensure that any files or other data you download from the Site will be free of viruses or contamination or destructive features.

Although we take steps to ensure the accuracy and completeness of product and third-party service descriptions posted on the Site, mistakes may occur. When a mistake is noticed we will correct it as soon as possible and notify customers who are affected. Where necessary, an order may be cancelled.

The products on our Site are intended for personal use unless otherwise indicated. Thus, you assume the risk when purchasing products for a commercial or business use or application.

Price and availability information is subject to change without notice.

Suitly and its directors, employees or representatives shall never be liable for any direct, indirect, incidental, special, or consequential damages, loss of data income or profit, loss of or damage to property and claims of third parties that arise out of or in connection with the use of or inability to use the Site. This is a comprehensive limitation of liability that applies to all damages of any kind including, but not limited to, reliance by a user on any information obtained at the Site, or that result from mistakes, omissions, interruptions, deletion of files or e-mail, errors, defects, viruses, delays in operation or transmission, or any failure of performance, whether or not resulting from acts of God, communications failure, theft, destruction or unauthorized access to Suitly records, programs or services.

The foregoing limitation of liability shall apply whether in an action at law or an action in equity, even if an authorized representative of Suitly has been advised of or should have knowledge of the possibility of such damages.

You acknowledge that the above shall apply to all Content, merchandise and services available through the Site.

Changes to Website, Software and Services

Suitly reserves the right to do any of the following, at any time, without notice or liability:

• to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, (temporarily or permanently) for any reason;
• to modify or change the Site, or any portion of the Site, and any applicable policies or terms;
• to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
• change, remove, or discontinue any product, service, or promotion (including pricing) as advertised on the Site at any time without notice and you confirm that Suitly shall not be liable for any such change or removal.
• change or discontinue any promotional discount vouchers or coupon codes at anytime with notice and you confirm that Suitly shall not be liable for any such change or removal.

Please note that your continued use of or access to the Site following any changes shall be deemed to be your acceptance of such change.

Indemnity

You agree to defend, indemnify and hold Suitly, its officers, shareholders, successors in interest, employees, agents, subsidiaries and affiliates, harmless from and against any demands, loss, liabilities, claims and/or expenses (including legal fees), made against Suitly by any third party due to or arising out of or in connection with your use of or access to the Site, any breach by you of these Terms and Conditions, or your violation of any law or the rights of a third party.

As between you and Suitly, subject to the rights, licences and waivers granted by you to Suitly in these Terms and Conditions, you agree to defend, indemnify and hold Suitly, its officers, shareholders, successors in interest, employees, agents, subsidiaries and affiliates, harmless from and against any demands, loss, liabilities, claims and/or expenses arising out of or in connection with any materials you submit, post or provide to the Site.

Suitly’s Use/Disclosure of Your Information

You acknowledge and agree that Suitly may preserve any transmission or communication by you with Suitly (through the Site or otherwise) or any service offered on or through the Site, and may also disclose such data as stated in the Privacy Policy or Terms and Conditions or if required to do so by law or if Suitly determines that such preservation or disclosure is reasonably necessary to:

• comply with legal process or applicable laws and/or regulations ;
• enforce these Terms and Conditions ;
• respond to claims that any such data violates the rights of others; and
• protect the rights, property or personal safety of Suitly, its employees, its customers, users of or visitors to the Site, and the public.

Suitly may also disclose your information when it determines that the applicable law requires or permits it, including exchanging information with other companies and organizations for fraud protection purposes.

For information on how your personal information is protected and used by Suitly please review our Privacy Policy.

Violation of These Terms of Use

If Suitly determines (at its sole discretion) that you violated any of the provisions of these Terms and Conditions or other applicable agreements or policies, Suitly reserves the right to, without any prior notice, cancel your access to the Site (or any part thereof) and/or your Account (if any) and all related information and/or files in your Account and/or you may be permanently banned from accessing, browsing, viewing and using the Site. Further, you agree that Suitly shall not be liable to you or any third-party for any termination or cancellation of your Account or access to, or use of, the Site. You agree to indemnify Suitly, its officers, shareholders, successors and assigns from any third party claims regarding the termination or cancellation of your Account or access to, or use of, the Site.

You agree that your violation of any of these Terms and Conditions will constitute an unlawful and unfair business practice, and will cause irreparable harm to Suitly, for which monetary damages would be inadequate, and you consent to Suitly obtaining any injunctive or equitable relief that Suitly deems necessary or appropriate in such circumstances. These remedies are in addition to any other remedies Suitly may have at law or in equity.

If Suitly takes legal action against you for your violation of these Terms and Conditions, Suitly is entitled to recover from you, and you agree to pay, all of its reasonable legal expenses in addition to any other relief granted to Suitly.

Account Termination

You agree that Suitly may, in its sole discretion and without prior notice, terminate your Account/access to the Site, for cause, which includes:

• requests by law enforcement or government agencies;
• a request by you (self-initiated Account deletion);
• discontinuance or material modification of the Site or any service offered on or through the Site;
• unlawful conduct, misrepresentation/lack of accurate information being provided to the Site by you;
• violation of the Terms and Conditions, or other policies or agreements; and
• unexpected technical issues or problems.

You agree that Suitly is not liable to you or any third party for any termination or cancellation of your Account/access to the Site or portions thereof and any ensuing consequences of said termination/cancellation.

Prevailing Law

Suitly controls the Site from its offices within the Province of Ontario, Canada. The Site can be accessed from all provinces and territories of Canada and from other countries around the world. Regardless of where you access the Site from, except where prohibited by applicable law, by accessing the Site, you agree that the laws of the Province of Ontario and the federal laws of Canada applicable therein shall govern all claims, disputes and matters arising out of and relating to: access to, or use of, the Site or any other hyperlinked website; the Terms and Conditions; the Privacy Policy; the relationship that results from the Terms and Conditions; your purchase of products on this Site and any agreements you enter into via the Site (collectively, “Claim”). You also agree and hereby submit to the non-exclusive personal jurisdiction and venue of the courts of the Province of Ontario regarding any dispute or Claim that may arise between you and Suitly or its affiliates or subsidiaries and you acknowledge that you do so voluntarily and are responsible for complying with all local laws.

Any Claim must be brought within one (1) year after the Claim arises, otherwise the Claim is barred. You agree to negotiate promptly with Suitly in good faith to resolve any dispute/Claim within 30 days of the Claim arising. If we are unable to resolve any such dispute/Claim within 30 days then either party may submit the Claim to mediation. Failing a successful resolution through mediation either party may refer the Claim to a court of competent jurisdiction in the Province of Ontario. Claims made under the separate terms and conditions of purchase for goods and services are not subject to this limitation.

Except where prohibited by applicable law, you waive any right you may have to commence or participate in any class action against Suitly related to any Claim and you agree to opt out of any class proceedings against Suitly.

In any Claim against Suitly no recovery may be sought or received for damages other than out-of-pocket expenses except for the prevailing party’s legal expenses incurred in connection with the action.

Limitations

Suitly administers and operates the www.Suitly.com web site from the Province of Ontario, Canada; other Suitly sites may be administered and operated from various locations outside Canada. Suitly reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited. If you choose to access the Site from outside Canada, you are solely responsible for complying with applicable local laws.

Miscellaneous

You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including Canadian export laws and regulations.

Entire Agreement

These Terms and Conditions, together with any documents expressly referred to herein (including the Privacy Policy and Additional Terms), constitute the entire agreement between you and Suitly with regard to your use of the Site, and any and all other written or oral agreements or understandings previously existing between you and Suitly with respect to such use are hereby cancelled. Suitly will not accept any counter-offers to these Terms and Conditions, and all such offers are hereby rejected unless they are in a purchase agreement you enter into with Suitly,

Remedies and Representations

Suitly may assign its rights and obligations under these Terms and Conditions. These Terms and Conditions will inure to the benefit of our successors, assigns and licensees.

Suitly's failure to insist on or enforce strict performance of any provision of these Terms and Conditions or to exercise any right under these Terms and Conditions shall not be construed as a waiver by Suitly of any provision or any right it has to enforce them, nor shall any course of conduct between Suitly and you or any other party be deemed to modify any provision of these Terms and Conditions. Rather, all of Suitly’s rights under these Terms and Conditions shall be and will remain in full force and effect.

These Terms and Conditions shall not be construed to confer any rights or remedies on third parties.

By agreeing to these Terms and Conditions you have not relied on any representation other than those expressly stated herein and you agree that you shall not have any remedy in respect of any misrepresentation which has not been made expressly in these Terms and Conditions.

Severability and Survival of Terms

If any of the provisions of these Terms and Conditions are held by a court or other authority of competent jurisdiction to be void, voidable, unlawful or unenforceable, such provisions shall be limited or severed from these terms (whichever course of action is determined to be the most appropriate) and replaced with a valid provision that best embodies the intent of these Terms and Conditions. The remaining provisions of these Terms and Conditions shall remain in full force and effect, such that the severing of any provision or portion of a provision contained in these Terms and Conditions shall not affect the validity and enforceability of any remaining provisions.

Any provision of these Terms and Conditions that imposes or contemplates continuing obligations on a party will survive the expiration or termination of these Terms and Conditions.

Feedback and Information

Any feedback you provide at this site is not confidential. Suitly does not claim ownership of any feedback or similar material you make available through or to the Site by posts, submissions or otherwise, but it shall be free to use such information on an unrestricted basis such that it may be included in the Site in whole or in part or in a modified form.

You grant Suitly a perpetual, irrevocable, worldwide, royalty-free and non-exclusive license to use, copy, distribute, publicly display, modify, create derivative works, and sublicense materials or any part of materials you submit, post or provide to the Site. With respect to the foregoing you waive in favour of Suitly, its licensees, successors and assigns any and all moral rights you may have in the materials. You hereby represent, warrant and covenant that you have the full right and authority to and grant the licence specified to any materials you provide or post to the Site and that said materials do not violate any copyright or other proprietary rights of a third party, these Terms and Conditions or the Site’s Privacy Policy.