Terms & Conditions

These Terms & Conditions (“Terms”) apply to your use of the website located at www.stjulian.com, as well as any associated mobile sites, services, applications, or platforms (“Sites”). Please review these Terms carefully, as they affect your legal rights. Your use of and access to the Sites constitutes your agreement and acceptance of these Terms. We reserve the right, in our sole discretion, to modify or update these Terms from time to time with immediate effect. It is your responsibility to review these Terms periodically for updates. If you do not agree to or cannot abide by these Terms, you should immediately cease use of the Sites. As used in these Terms, “St. Julian,” “us,” “our,” or “we” refers to St. Julian Wine Co. Inc., which owns and operates the Sites. “You” and “Your” mean the user(s) of the Sites.

OTHERWISE, BY ACCESSING AND USING THIS SITE, YOU ARE AGREEING TO THESE TERMS OF USE AND OUR PRIVACY POLICY.

Permitted Users

The Sites are intended to be used and accessed by people who are of legal age to purchase and consume alcohol. If you are of legal age in your country of residence and the country from which you are accessing the Sites, please continue. If you are not, please exit the Site immediately. By continuing, you affirm that you are of legal age to purchase and consume alcohol in the country from which you are accessing the Site.

Rights to Contents and Intellectual Property

Except as otherwise provided, all content on the Sites (including, but not limited to all materials, content and lay-out of this Site, including text, user and visual interfaces, graphics, drawings, images, look and feel, design, sound, etc. and any underlying software and computer codes) are proprietary to St. Julian Wine Co. Inc. and are protected by copyright laws in the United States. We grant you permission to use the Sites and its contents for your own personal use. You may not access, download, copy, modify, reproduce, post on any other website, republish, license, upload, encode, modify, translate, publicly perform or display, commercially exploit, distribute, transfer or transmit any portion of this Site or make any derivative works from this Site in any way without prior written consent from St. Julian Wine Co. Inc.

All trademarks, service marks, and trade names are trademarks or registered trademarks of St Julian Wine Co. Inc.

Use of This Site

St. Julian Wine Co. Inc. maintains the Sites for your personal entertainment, information and education. You may use the Sites or your account only in compliance with these Terms and all applicable laws, you may not use the Sites in any manner that could harm St. Julian, its affiliates, its brands, or any person or property. In addition, you must not:

• Reverse engineer, decompile, disassemble, or make any attempts to discover the source code or algorithms of our Sites.
• Modify or disable any features of our Sites.
• Create any derivative works based on our Sites.
• Rent, lease, lend, sublicense, or provide any commercial hosting services using our Sites.
• Infringe our intellectual property rights or the rights of anyone else while using our Sites.
• Use our Sites in any way that violates these Terms or any laws, rules, regulations, codes of practices, guidelines or any other requirements of regulatory authorities, as amended from time to time, within the jurisdiction in which you are a resident or from which you are using the Sites (“Applicable Law”).
• Use our Sites in any fraudulent or malicious way, for example to introduce viruses, malicious code, or harmful data.
• Use our Sites in any way that could damage, disable, overburden, impair, or compromise our systems or security, or interfere with other users of our Sites.
• Collect or harvest any information or data from our Sites or systems or attempt to decipher any transmissions to or from the servers running our Sites, except to the extent allowed by Applicable Law.

All commercial use of all or part of this Site is prohibited except with prior written consent from St. Julian Wine Co. Inc. All rights not expressly granted here are reserved to St. Julian Wine Co. Inc.

User Content

The Sites may allow you to share things like comments, photos, messages, or documents with us or with other users. You acknowledge that you are responsible for any submission you make, including the legality, reliability, appropriateness, originality and copyright of any such material. You may not upload to, distribute or otherwise publish through this Site any content that (i) is libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, infringing on intellectual property rights, abusive, illegal or otherwise objectionable, (ii) may constitute or encourage a criminal offense, violate the rights of any party or otherwise give rise to liability or violate any law, or (iii) may contain software viruses, political campaigning, chain letters, mass mailings, or any form of “spam.” You may not use a false email address, impersonate any person or entity, or otherwise mislead as to the origin of any content. You may not upload commercial content onto the Site.

YOU ARE ENTIRELY RESPONSIBLE FOR THE USER CONTENT PROVIDED BY YOU AND FOR ANY CONSEQUENCES ARISING IN CONNECTION WITH THAT USER CONTENT (INCLUDING ANY LOSS OR DAMAGE SUFFERED OR INCURRED BY US OR OTHER USERS).

YOU REPRESENT AND WARRANT THAT (I) YOU ARE THE OWNER OF ALL RIGHTS PERTAINING TO THE USER CONTENT OR OTHERWISE AUTHORIZED TO GRANT US THE USER CONTENT LICENSE; (II) THE USER CONTENT WILL NOT INFRINGE ANY INTELLECTUAL PROPERTY OR OTHER THIRD- PARTY RIGHTS; (III) THE USER CONTENT WILL COMPLY AND CONFORM TO ANY AGE CLASSIFICATION RULES AND REQUIREMENTS (INCLUDING ACCURATE AND ADEQUATE CLASSIFICATION AND RATING OF ANY USER CONTENT, AS THE CASE MAY BE) UNDER APPLICABLE LAW.

By sharing your content on the Sites, You are granting us a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such content throughout the world in any media, to the fullest extent allowed by Applicable Law. All personal information provided via this Site will be handled in accordance with the Site’s online Privacy Policy, which may be updated periodically.

Binding Arbitration

You and St. Julian Wine Co. Inc. agree that any controversy or claim (except for any claim of infringement or misappropriation of any patent, copyright, trademark, or trade secret, or claim relating to data privacy or data protection under applicable law) arising out of or relating to (a) these Terms, (b) the Sites or the use of the Sites, (c) any Services and/or the use thereof or participation therein, and/or (d) any St. Julian Wine Co. Privacy Policy, and/or the breach or alleged breach of any of the foregoing, as well as all questions of arbitrability, shall be settled by arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Commercial Arbitration Rules (“Commercial Rules”) by a sole arbitrator. The place, or legal seat of arbitration, shall be Michigan, and the language of the arbitration shall be English.

You may only bring claims in your individual capacity on your own behalf, and not in any representative capacity or on behalf of any class or purported class, and no arbitration you commence hereunder may be joined with or include any claims by any other persons. Each party shall bear its own arbitration filing fees.

No information concerning an arbitration, beyond the names of the parties, their counsel or the relief requested, may be unilaterally disclosed to a third party by any party unless required by law (other than to legal or professional advisors, witnesses, or experts acting pursuant to a duty of confidentiality). Any documentary or other evidence given by any party or witness in any arbitration shall be treated as confidential by any party whose access to such evidence arises exclusively because of its participation in the arbitration and shall not be disclosed to any third party (other than legal or professional advisors, witnesses, or experts acting pursuant to a duty of confidentiality), except as may be required by law. Any party who commences any judicial proceeding in connection with an arbitration initiated hereunder shall endeavor to have the judicial record of any such proceeding sealed or kept confidential to the extent permitted by law.

BY AGREEING TO THE ARBITRATION OF DISPUTES AS SET FORTH HEREIN, YOU AGREE THAT YOU ARE WAIVING YOUR RIGHT TO A JURY TRIAL AND LIMITING YOUR RIGHT TO APPEAL; YOU ARE WAIVING ANY AND ALL RIGHTS TO PARTICIPATE IN A CLASS ACTION OR CLASS OR REPRESENTATIVE ARBITRATION; AND YOU UNDERSTAND THAT YOU ARE WAIVING YOUR RIGHTS TO OTHER AVAILABLE RESOLUTION PROCESSES, SUCH AS A COURT ACTION. DO NOT USE THIS SITES OR PARTICIPATE IN OR USE ANY SERVICE IF YOU DO NOT AGREE TO THE FOREGOING BINDING ARBITRATION PROVISIONS.

Social Media

We welcome you to share User Content and information about our products and services through social media. When you use social media to share Site content, you grant us the right to reproduce and publish your social media posting and to use the username / social media handle that you used when sharing the content. You are responsible for complying with the terms and conditions of social media platforms.

Digital Millennium Copyright Act (“DMCA”) Notice

If you are a copyright owner or an agent thereof and believe that any content on our Sites infringes upon your copyrights, you may submit a notification (“Notification”) pursuant to the DMCA by providing St. Julian with the following information in writing (see 17 U.S.C. 512(c)(3) for further detail):

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single Notification, a representative list of such works at that site;
• Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;
• Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
• A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and a statement that the information in the Notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

You can send your notice to wines@stjulian.com. A copy of your Notification will be sent to the person who uploaded the material addressed in the Notification. Please be advised that under Section 512(f) of the Digital Millennium Copyright Act you may be held liable for damages and attorneys’ fees if you make material misrepresentations in a DMCA Notification.

Disclaimer of Warranties

ST. JULIAN WINE CO. INC. DOES NOT PROMISE THAT THE SITES OR ANY CONTENT, SERVICE OR FEATURE OF THE SITES WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITES WILL PROVIDE SPECIFIC RESULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITES AND THE CONTENT CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, WORKMANLIKE EFFORT, FITNESS FOR A PARTICULAR PURPOSES, RELIABILITY OR AVAILABILITY, LACK OF VIRUSES, NON-INFRINGEMENT OR ACCURACY. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OR LIMITATIONS OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR OUR AFFILIATES SHALL BE DEEMED TO ALTER OUR DISCLAIMER OF WARRANTY REGARDING OUR SITES, OR TO CREATE ANY WARRANTY OF ANY SORT FROM US. IN ADDITION, WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THIRD-PARTY SERVICES, ADVERTISEMENTS, CONTENT, OR ANY OTHER PRODUCT, SITES OR SERVICES ADVERTISED OR OFFERED BY A THIRD PARTY ON OR THROUGH OUR SITES.

St. Julian also assumes no responsibility, and shall not be liable for any such damages caused by viruses or other forms of contamination or destructive features that may affect your computer equipment, software, data or other property on account of your access to, use of, or browsing in the Sites or your downloading of any materials, text, images, video or audio from the Sites or any linked sites.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFIT, REVENUE, GOODWILL, BUSINESS, OPPORTUNITY OR DATA, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY OTHER INTANGIBLE LOSSES. THE LIMITATIONS OF THIS SECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, AND EVEN TO ANY CLAIMS YOU MAY BRING AGAINST ANY OTHER PARTY TO THE EXTENT THAT WE WOULD BE REQUIRED TO INDEMNIFY THAT PARTY FOR SUCH CLAIM. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. YOU ACKNOWLEDGE AND AGREE THAT THESE LIMITATIONS ARE REASONABLE GIVEN THE BENEFITS OF THE SITES AND YOU WILL ACCEPT SUCH RISK AND/OR INSURE ACCORDINGLY.

Indemnification

You agree to defend, indemnify and hold St. Julian, our licensors, our agents, and all officers, directors, and employees harmless from and against any and all claims, actions, losses, damages, liabilities, judgments, grants, costs and expenses, including reasonable attorneys’ fees, arising from or related to: (i) your use of the Sites or use by any person that you allow to use our Sites that is not in accordance with these Terms, (ii) any breach of these Terms by you or by any person that you allow to use our Sites, or (iii) any violation of any laws or regulations or the rights of any third party by you or by any person that you allow to use our Sites.

Additional Terms May Apply

Depending on which of our goods or services you use, additional terms (“Additional Terms”) may apply. Additional Terms may also apply for promotions, contests, sweepstakes, invitations, giveaways or other similar programs or features. You agree to abide by such Additional Terms. If there is a conflict between these Terms and the Additional Terms, the Additional Terms will control as relating to the Application.

Communications with this Site

You are prohibited from posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate the law.

Anything you transmit may be edited by or on behalf of St. Julian, may or may not be posted to the Sites at the sole discretion of St. Julian and may be used by St. Julian for any purpose, including, but not limited to, reproduction, disclosure, transmission, publication, broadcast and posting. Furthermore, St. Julian is free to use any ideas, concepts, know-how, or techniques contained in any communication you send to the Sites for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products using such information. If you transmit any ideas, concepts, materials or other communications to the Sites, you accept that it will not be treated as confidential and may be used by St. Julian Wine without compensation in any manner whatsoever, including without limitation reproduction, transmission, publication, marketing, product development, etc.

Although St. Julian may from time to time monitor or review discussion, chats, postings, transmissions, bulletin boards, and the like on the Sites, St. Julian is under no obligation to do so and assumes no responsibility or liability arising from the content of any such locations nor for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any information within such locations on the Sites. St. Julian assumes no responsibility or liability for any actions or communications by you or any unrelated third party within or outside of the Sites.

Termination

At its sole discretion, St. Julian may modify or discontinue the Sites or may modify or terminate your account or your access to the Sites, for any reason, with or without notice to you and without liability to you or any third party.

Unaffiliated Products and Sites

Descriptions of, or references to, products, publications or sites not owned by St. Julian Wine Co. Inc. do not imply endorsement of that product, publication or site. St. Julian Wine Co. Inc. has no control over nor have we reviewed all material linked to the Site and we are not responsible for the content of any such material nor are we liable for any damages or losses that are caused by the use of these sites. Your use of or visiting of any other sites is at your own risk.

Linking Policy

This Site may provide, as a convenience to you, links to sites owned or operated by parties other than St. Julian. Each linked to website has its own terms and conditions of use, as described in that site’s legal notice/terms of use. Those terms and conditions may be different than these Terms of Use, and we urge you to read each website’s legal notice/terms of use carefully before you use that site. St. Julian Wine Co. Inc. does not control, and is not responsible for the availability, content or security of these external sites, nor your experience interacting or using these external sites. St. Julian Wine Co. Inc. does not endorse the content, or any products or services available, on such sites. If you link to such sites, you do so at your own risk.

Product Availability and Pricing

We use reasonable efforts to fulfill orders but cannot guarantee availability of any particular product or service, and sometimes an item shown on the Sites may not be available. In that case, we may cancel your order or contact you for follow-up. We reserve the right to discontinue the sale of any product or service at any time without notice. We may decline or place quantity limits on your order at any time.

In the event of a pricing or other error, we reserve the right to revoke offers, cancel orders and correct errors or omissions, including after an order has been placed.

Website Subject to Change

While we try to make our Sites error-free, we do not guarantee that the content provided through the Sites is complete, current, or error-free (including content related to product availability, specifications, features, or prices). If we discover errors, we will make reasonable efforts to correct them. In some cases, product measurements and descriptions are approximate and provided only for ease of explanation or convenience.

Governing Law and Jurisdiction

St. Julian Wine Co. Inc. is headquartered in Paw Paw, MI in the United States of America, and this site is operated in the United States. The laws of the State of Michigan govern these Terms and your use of the Sites, and you irrevocably consent to the jurisdiction of the courts located in the State of Michigan for any action to enforce these Terms. We recognize that it is possible for you to obtain access to this Site from any jurisdiction in the world, but we have no practical ability to prevent such access. If any material on this Site, or your use of the Site, is contrary to the laws of the place where you are when you access it, the Site is not intended for you, and we ask you not to use the Site. You are responsible for informing yourself of the laws of your jurisdiction and complying with them.

You are responsible for complying with United States and foreign export controls and for any violation of such controls, including any United States embargoes or other rules and regulations restricting exports. You represent that you are not: (1) located in, or a resident or a national of, any country subject to a government embargo or other restriction, or that has been designated by any government as a “terrorist supporting” country; or (2) on any government list of restricted end users.

Entire Agreement and Severability

These Terms, our Privacy Policy, any additional terms that accompany our Sites, any amendments and any additional agreements you may enter into with us shall constitute the entire agreement between you and us with respect to our Sites and supersede all prior or contemporaneous oral or written communications, proposal, and representations with respect to our Sites or any subject matter covered by these Terms. If any provision of these Terms is deemed to be invalid, illegal or unenforceable (in whole or in part), then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect. You may be subject to additional terms and conditions that govern your use of third-party services, content, or software.

No Waiver

If we do not exercise or enforce any legal right or remedy which is set out in these Terms or which we have the benefit of under any Applicable Law, this will not be construed as a formal waiver of our rights or remedies and such rights or remedies will remain available to us.