CONDITIONS OF SALE

1. General

The following terms and conditions and any other related rules that are adopted by ByCanary Pte. Ltd. (Reg No. 202006992/N) (“ByCanary”), a company incorporated in the Republic of Singapore and its registered office is at 402 Orchard Road, #02-09 Delfi Orchard, Singapore 238876, and made available as provided herein (collectively, the “Conditions of Sale”) shall apply to all sales of products that you (the “Customer” or “you”) may order from ByCanary (or referred to herein as “us”, “our” or “we”) on the Internet via the ByCanary Website, identified by the domain name www.bycanary.co (the “Website”).

These Conditions of Sale are applicable to any order placed through the Website. If you refuse to accept these Conditions of Sale, you will not be able to order any ByCanary products from the Website. Sales concluded through ByCanary authorized retailers or physical points of sale are not subject to these Conditions of Sale

Your use of the Website is governed by our Terms of Use. In addition, our information collection practices, such as the types of information we collect regarding visitors to the Website, and the ways in which we may use and protect that information, are further set out in our Privacy Policy. By using the Website, you are deemed, by virtue of such use, to have agreed to be bound by the Terms of Use and Privacy Policy, which are incorporated into these Conditions of Sale by reference (and are available here: Terms of Use and Privacy Policy).

The Conditions of Sale, Terms of Use and Privacy Policy may be updated at any time by us without notice

2. Purchasing Eligibility

Only individuals (and not legal entities) who (a) have legal capacity to enter into contracts and (b) have a shipping address in the countries listed in Clause 13 may order products on the Website.  If you are under the age whereby you have full legal capacity to enter into a contract, you must have your parent or guardian place an order on your behalf and thereby assent to these Conditions of Sale.

By placing an order on the Website, you represent and warrant that you are a bona fide end- user customer and will not deliver, sell or otherwise distribute ByCanary products or purchase ByCanary Diamond products for commercial purposes or any other commercial benefit.

3. Product Availability and Quantity

Quantity limits may apply in relation to certain products.  All orders placed through on the Website are subject to availability and acceptance by ByCanary.

ByCanary Diamond further reserves the right to refuse at any moment in time, without prior notice, orders exceeding a certain number of authorized products.

4. Account Registration

In order to place an order, you have to register and create an online account.  This may require the submission of personal data.

You will be required to create a username and password. Your username and password may be accepted or rejected at our sole and absolute discretion. You agree to keep the details of your username and password confidential. You shall be solely responsible for the security of your user account, and shall be solely liable for any disclosure or use (whether authorized or not) of any details of your user account (including the username and/or password for such user account).

You shall notify us immediately if you have reason to suspect that the confidentiality of the username and/or password has been compromised, or if such username and/or password have been used without prior authorization. If we have reason to believe that there is likely to be a breach of security or misuse of the user account, we may require you to change your username or password, or we may suspend your user account without prior notice.

We may suspend or close your user account and/or invalidate your username and/or password at our discretion without giving any reason or prior notice. We shall not be held liable or responsible for any losses suffered by you arising out of or in connection with such suspension, closure, prohibition, restriction or invalidation.

You recognize any access to and/or use of your user account (including access and/or use for the purchase of, and the placing of orders for, any ByCanary products), and any information, data or communications referable or traceable to your username and password shall be deemed to be:

• access to and/or use of your user account (including access and/or use for the purchase of, and the placing of orders for, any ByCanary products) by you; or;
• information, data or communications posted, transmitted and validly issued by you. You agree to be bound by such access to and/or use of your user account (including access and/or use for the purchase of, and the placing of orders for, any ByCanary products) even if you did not authorize such use, and you agree that we are entitled, but not obliged, to act upon and hold you responsible and liable for such action, as if it was carried out or transmitted by you. You also agree to indemnify us entirely against any and all losses attributable to any access to and/or use of your user account (including access and/or use for the purchase of, and the placing of orders for, any ByCanary products) referable or traceable to your username and password.

5. Orders

If you are ordering on the Website, orders will be processed as follows:-

Once you have chosen a ByCanary product, you may place this ByCanary product in your shopping bag.  You may then decide to continue shopping for other ByCanary products and add them to your shopping bag (subject to availability and quantity limits) or proceed to “Checkout”. You may also remove one or several ByCanary products you have selected from the shopping bag.  Once on the payment page, please review your order details and personal information (including email, shipping address, billing address and payment information) carefully and ensure that they are correct, check the box next to “I have read and I accept the Conditions”. Then, place your order.

Notwithstanding anything to the contrary provided for herein, ByCanary reserves the right to refuse, cancel and terminate orders at any moment in time. For example, ByCanary may refuse, terminate or cancel your order if there is an ongoing dispute concerning payment of a prior order or if ByCanary suspects, in its sole discretion, that you have engaged in fraudulent or grey market activities or have otherwise violated these Conditions of Sale or the policies incorporated herein by reference.

6. Prices, Tax and Shipping Costs

All prices shown on the product pages of the Website are in Singapore Dollars. You may convert the rates from Singapore Dollars to US Dollars or to Malaysian Ringgit. These conversions are based on the daily exchange rates and therefore prices may fluctuate when viewing in the other currencies.

ByCanary reserves the right to modify prices and delivery costs at any time without prior notice. The price of a product and delivery costs displayed on the Website, at the time ByCanary provides you with a Confirmation of Order, will be honored by ByCanary.

Actual shipping costs and applicable taxes will be reflected on your payment page before you are asked to confirm and place your order and will also be reflected in the Confirmation of Order. Delivery costs, if any, are described in the shipping policy set forth below and specified on the Website. Sales and use taxes will vary based on the location to which products are being shipped.  Delivery costs and estimated sales and use taxes are not stated on the product pages but will be added to the product price, if applicable, after you have chosen your delivery location and options.

Please note that changes to applicable law between the date your order is placed and the date you are sent a Confirmation of Order may result in changes to the sales tax associated with your purchase.  If the resulting change is an increase in the sales tax you are charged, we will contact you and ask that you reconfirm your purchase.

7. Payment

We accept the methods of payment offered on the Website.

When ordering on the Website, you will need to enter your payment details on the appropriate form.

All credit/debit card holders are subject to validation checks and authorization by the card issuer. If the issuer of your payment card refuses to authorize payment to ByCanary, you will need to contact your card issuer directly to solve this problem.

In order to process your order, we may perform security checks on your credit card.  The full amount of your purchase will be blocked on your credit card until your order is shipped to the shipping address you have provided to ByCanary, at which point in time you will be sent a Confirmation of Order and your credit card will be charged the applicable purchase price.  By submitting an offer to purchase ByCanary products on the Website, you expressly authorize ByCanary to perform security checks, where ByCanary deems necessary, to transmit or to obtain information (including any updated information) about you to or from third parties from time to time, including but not limited to your credit-card number, to authenticate your identity, to validate your credit card, to obtain an initial credit card authorization and to authorize individual purchase transactions.

Pre-payment shall not impact any of your legal rights under these Conditions of Sale. If we cannot meet our shipping and/or delivery obligations set out below, we will notify you via e-mail and we will refund the pre-payment without undue delay.

8. Review and Confirmation

You should carefully check and confirm all details on the payment page before placing your order.

9. Acknowledgment of Order

Once you have made your choice and your order has been placed on the Website, you will receive an Acknowledgment of Order in writing (by email or otherwise), acknowledging the details of your order. Please make sure that you save this Order Reference Number for any future enquiries regarding your order. This Acknowledgment of Order is not an acceptance of your order.

Following the transmission of the Acknowledgment of Order, ByCanary will conduct its usual credit, anti-fraud, security and related legal checks and, if acceptable, will then process your order.

These Conditions of Sale will be provided to you with the Acknowledgment of Order. Please carefully review these Conditions of Sale upon receipt.

10. Confirmation of Order

Upon shipment of your order, following completion by ByCanary of its anti-fraud, security and related legal checks, ByCanary will send you in writing (by email or otherwise) a written Confirmation of Order. The Written Confirmation of Order constitutes the acceptance of your order by ByCanary and indicates the existence of a binding sales contract.

11. Proof of Agreement

The Acknowledgment of Order and Confirmation of Order that are sent to you are deemed to be received when you are able to access them.

The Acknowledgment of Order, Confirmation of Order and any automatic recording systems used or the Website will be proof of a binding agreement between you and ByCanary.

12. Customisation Services

Engraving or re-sizing services may be available on a selection of ByCanary products. Please note that additional charges will be payable for such services. If you wish to have your ByCanary product that you are purchasing engraved or re-sized, you may do so by providing additional instructions in the order form. If you wish to have a ByCanary product (that you have previously purchased) engraved or re-sized, please Contact Us for more information

ByCanary reserves the right to withhold or refuse acceptance of any order for customized ByCanary products, or with a message card, that contains language that is objectionable, unlawful or contrary to ByCanary policies.

Customized ByCanary products cannot be returned to ByCanary for refund or exchange.

13. Shipping Policy

We currently only accept orders for delivery to addresses in Singapore and the locations set out in the table below (Clients to confirm). But, we are working towards to accept orders from more locations. Please note that ByCanary does not ship to military or certain restricted areas, or hotels.

If you order several ByCanary products, ByCanary will ship the order only once all ByCanary products are available (no partial shipments).

We will use commercially reasonable efforts to deliver the ByCanary products, or to ensure the delivery by our third party shipping provider, on the estimated delivery date mentioned in your order.

When estimating package delivery time, please allow time for credit approval, address verification and order processing. Please note that it is always subject to receiving your full payment.

14. Delivery

We will require a handwritten or electronic signature by you, or an adult acting on your behalf, to confirm the delivery of each ByCanary product, at which point responsibility for your purchased goods passes to you.

15. Invoices

When ordering ByCanary products on the Website, you will receive, as the buyer, an invoice that will be sent to you in writing (to your email address as a .pdf attachment or otherwise).

16. Return policy

In order to ensure your satisfaction, you may return ByCanary products delivered in the countries listed in Clause 13,  in accordance with the return and exchange policy set forth below. Returns of ByCanary products that are not in compliance with the conditions and timeframes set forth below may be rejected by ByCanary and will be sent back to you.

Return Period
ByCanary allows you to return in the locations listed in Clause 13, ByCanary products purchased on the Website within thirty (30) days from the day you received your product, subject to the further terms and conditions set forth below.

Return Process
ByCanary products that have been purchased on the Website may only be returned to the ByCanary for exchange for another ByCanary product of the same or higher value. You will have to pay the difference between the original ByCanary product and that of the one you wish to exchange it for, in accordance with these Conditions of Sale.

To return a product to the ByCanary, you must follow the steps mentioned below:-

• Please, contact Contact Us to agree on an appointment date with the selected ByCanary Returns Department. You may be asked at this stage to provide photos of the product for us to make a first assessment of the condition of this ByCanary product;
• ByCanary Returns Department will send you a Return Form and pre-paid shipping label by email, after an initial assessment based on the photos of the ByCanary product;
• Please, fill out the required information on the Return Form and sign it
• You must include in the delivery package, the completed Return Form along with the ByCanary product, all its accessories, the Service Guide, the Warranty Card and all other documents, in their original box; and
• Please, seal the delivery package and affix the pre-paid shipping label outside it. You must keep a proof of return shipment, and ByCanary accepts no liability in the event that such proof cannot be produced. Only merchandise received by the ByCanary Returns Department will be eligible for a refund or exchange.

Condition of Returned ByCanary Products
ByCanary will verify that the returned ByCanary product satisfies the conditions of the return policy and, if so, then proceed with the applicable exchange.

ByCanary products must be returned in a new and unused state, in perfect condition, with all protective materials in place and tags and stickers attached to them (if applicable), as well as with the original ByCanary box and delivery package, including all accessories and documents. ByCanary will not accept any return if the product shows signs of wear, or has been used or altered from its original condition in any way.

Customized ByCanary products cannot be returned to ByCanary for exchange. This includes, without limitation, ByCanary products that have been engraved or re-sized.

If you have received free items as part of your order, they must be returned with the ByCanary products.

All returns will be subject to strict Quality Control (QC) by ByCanary to ensure that the returned products satisfy these requirements. If the products do not meet QC standards, ByCanary will refuse the return, and the products will be sent back to you. If the returned product satisfies Quality Control (QC), ByCanary will proceed with the applicable exchange.

Failure to comply with the return process above or the return conditions will entitle ByCanary to refuse the returned product and send it back to you, at your own cost.

For the avoidance of doubt, you can only return a ByCanary product purchased on the Website for exchange with another ByCanary product, provided that the return complies with these Conditions of Sale.

In any event, the sale of the returned product will be cancelled and a new order for the ByCanary product ordered must be placed.

17. Manufacturer’s Guarantee

ByCanary is extremely cautious in ensuring that each ByCanary product strictly complies with our quality criteria and that it has passed all our controls, both technical and aesthetic. In addition, ByCanary supports and adopts sustainable and ethical practices in sourcing for materials (e.g. use of recycled metals, conflict-free gemstones etc) for manufacturing of ByCanary product.

Selected ByCanary products are covered by the ByCanary International Guarantee. If you wish to repair a ByCanary product covered by the ByCanary International Guarantee, please refer to the ByCanary International Guarantee, and Contact Us for more information.

If you receive a ByCanary product that is covered by the ByCanary International Guarantee and seems to have defects originally caused by ByCanary (originally defective), please return it to ByCanary in accordance with the return process above.

Natural stone are subject to standard variances resulting from manufacturing process or origin. ByCanary International Guarantee does not cover any such variances.

18. Repairs

The cost of the repair service would be quoted upon inspection of the ByCanary product. You will be required to place a deposit of __% of the quoted repair cost. Thereafter, you will receive an invoice with the shipment date stated therein before we commence the repair service on your ByCanary product.

ByCanary reserves their rights to refuse repair service on your ByCanary product. In particular, ByCanary will refuse repair service on the ByCanary product that has been altered from its original condition by a third party in any way. For any repair inquiries relating to a ByCanary Diamond product ordered online, please Contact Us

19. Accuracy of Pricing, Product Descriptions

While ByCanary endeavours to verify the accuracy of any information it places on the Website, it makes no guarantees, whether express or implied, in relation to the accuracy, reliability and completeness of such information. ByCanary does not confirm the price of a ByCanary product until an Order Confirmation has been issued by ByCanary, indicating the existence of a binding sales contract. If a ByCanary product’s correct price is higher than the price posted on our Website, then ByCanary will either contact the Customer for instructions before shipping the order or, if ByCanary cannot obtain your instructions, reject the order and notify you of such rejection. If the order is rejected and you have already paid for the product, you will receive a full refund.

20. Information and complaints

In case of any inquiry or complaint, please Contact Us

21. Entire Agreement

The Conditions of Sale, including policies incorporated herein (e.g. Privacy Policy) constitute the entire agreement between you and ByCanary regarding your purchase of ByCanary products through the Website, and supersede any prior conditions of sale.

22. Severability

In the event that any provision of the Conditions of Sale shall be determined to be partially void or unenforceable by any court having jurisdiction and for any reason whatsoever, it shall be void or unenforceable to that extent only and no further and the validity and enforceability of any of the other provisions of the Conditions of Sale shall not be affected.

23. Governing Law

These Conditions of Sale shall be governed by and construed in accordance with the laws of Singapore.

24. Jurisdiction

The courts of Singapore shall have exclusive jurisdiction over any disputes arising out of or in connection with these Conditions of Sale.

Without any restriction to bring proceedings before a court, you and ByCanary will first make reasonable efforts for a period of at least sixty (60) days to resolve amicably any dispute or failure to agree that may arise out of or relate to the product, the Conditions of Sale or any breach thereof.