1-800-REPLACE (1-800-737-5223)
1-800-737-5223

Terms & Conditions

Last Modified: 10/18/2023

Acceptance of the Terms & Conditions

Your Use of Replacements.com and Any Interactions with Us Are Governed By These Terms & Conditions

These Terms & Conditions are entered into by and between you and Replacements, Ltd. (Replacements, we, or us). The following terms and conditions, together with any documents they link to or from or expressly incorporate by reference, including without limitation the Replacements, Ltd. Messaging Service Terms and Conditions and our Privacy Policy (collectively, Terms & Conditions), govern your access to and use of www.replacements.com, including any content, functionality, items, and services offered on or through www.replacements.com (the Website), whether as a guest or a registered user, and any other retail sales transactions or communications with us, including in or through our showroom.

Please read the Terms & Conditions carefully before you start to use the Website or interact with us as they affect your legal rights.

These Terms & Conditions contain an Arbitration Agreement that requires the use of arbitration on an individual basis to resolve disputes rather than by jury trial, bench trial, any other court proceeding, or class or representative actions of any kind. By accessing or using the Website, by communicating with us in person, by phone, instant message, chat functionality, or the like, by transacting a retail sale with us, or by agreeing to the Terms & Conditions when this option is made available to you, you accept and agree to be bound and abide by these Terms & Conditions and our Privacy Policy, found at https://replacements.com/privacy, incorporated herein by reference. Any person or entity who interacts with the Website through the use of technology, including without limitation bots, browsers, devices, data mining or extraction tools, web crawlers, or other functionality, whether such technology is installed by such person or entity, is considered to be using or accessing the Website. If you do not want to agree to these Terms & Conditions or the Privacy Policy, you must not access or use the Website, communicate with us, or make a purchase from us.

The Website is offered and available to users who are 18 years of age or older. By using the Website, you represent and warrant that you are of legal age to form a binding contract with Replacements and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

Additional terms and conditions, including without limitation our Shipping & Handling terms, may also apply to specific portions, services, or features of the Website or other interactions with us. All such additional terms and conditions are hereby incorporated by reference into these Terms & Conditions.

Changes to the Terms & Conditions

We may revise and update these Terms & Conditions from time to time in our sole discretion. All changes are effective immediately when we post them and apply to all access to and use of the Website, your interactions with us, and your retail transactions with us.

Your continued use of the Website, interactions with us, or retail transactions with us following the posting of revised Terms & Conditions means that you accept and agree to the changes. You are expected to frequently check our Website for these Terms & Conditions so you are aware of any changes, as they are binding on you.

Accessing the Website and Account Security

We reserve the right to withdraw or change the Website and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

You are responsible for both:

  • Making all arrangements necessary for you to have access to the Website.
  • Ensuring that all persons who access the Website through your internet connection are aware of these Terms & Conditions and comply with them.

To access the Website or some of the resources it offers, such as your online account, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is true, correct, current, and complete. You agree that all information you provide to register with this Website or otherwise, including, but not limited to, through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms & Conditions.

Terms of Sale

All purchases from Replacements, whether through our Website, by phone, in the showroom, or any other transactions for the sale of goods, services, or information, are governed by these Terms & Conditions, including the following Terms of Sale:

The Replacements Satisfaction Guarantee

All Replacements merchandise (whether previously owned or new) is thoroughly inspected for product quality and is guaranteed to be in excellent condition for the age and availability of the item. All tableware and collectibles are guaranteed to be free of chips, cracks, and excessive wear. Tableware and collectibles pieces may reflect slight variations in backstamps, markings, colors, weight, or size, depending on manufacturers specifications, changes in molds, or the length of time in production. If you are not completely satisfied with the quality of any merchandise you receive, we will gladly refund your payment in full, less shipping and handling charges, for those items returned within 30 days. Items you alter or damage cannot be returned.

Watch Warranty

In the event a watch warranty is offered, such warranty is governed by its express terms.

Non-Fulfillment or Order Cancellation

All merchandise is subject to prior sale. If some or all of the items of your order have been sold prior to receipt of your payment or are otherwise unavailable for sale, we will promptly issue you a full refund for those items you have paid for that are not available. In certain situations, we may offer you a reasonable substitute for any item(s) we cannot fulfill.

A refund (or, where offered by us, a reasonable substitute for any item(s) we cannot fulfill in lieu of a refund) is your sole remedy for non-fulfillment or order cancellation.

Pricing

All prices shown on mailed, print quotations only are honored for 30 days, EXCEPT ESTATE JEWELRY, WATCHES, STERLING SILVER, OR OTHER PRECIOUS METAL ITEMS, THE PRICES OF WHICH ARE SUBJECT TO FLUCTUATION AND MAY CHANGE INTRADAY. Products referencing Was and a higher price marked by a strikethrough (e.g. $299.95) represent the highest price maintained by us for the product. Products referencing MSRP and a higher price marked by a strikethrough (e.g. $299.95) represent the manufacturers suggested retail price. MSRP may not be the prevailing market price or regular retail price. Replacements does not honor those prices or descriptions that are the result of a typographical or other error. We reserve the right to cancel any order in whole or in part that is affected by a pricing or description error, and, in such case, your sole remedy is a refund of any amount paid for any canceled item.

Payment

Unfortunately, we cannot hold payments pending future availability of any item not in stock. If you pay by check or money order, we must receive your check or money order within 7 calendar days. We accept checks drawn on United States banks written in United States Dollars only. We use Telecheck to expedite orders paid by check. By submitting your check for payment, you authorize us to convert the check to an electronic payment item or draft and to submit it for payment as an ACH debit entry or draft to your account, on the same terms and conditions as your check. Any payment by money order over $1,000 will be held for 10 business days to ensure availability of funds. There is a $25 fee for returned payments.

Special Items

Items noted "HC" represent tableware pieces made by our craftsmen using components from the patterns manufacturer, which is not affiliated with Replacements. Pattern Conversion (PC): We strive to meet all of our customers' needs. Due to the skills of our artisans, we are able to offer some PC pieces in some tableware patterns. In those patterns, we are able to add to or remove elements (trim, surface finishes, plating, etc.) from original pieces in similar patterns. Please let us know if you do not want to receive PC pieces. And the Replacements Satisfaction Guarantee means that if you are not completely satisfied with the quality of your purchase, you may return it within 30 days for credit or refund.

Items That May Contain Ivory

Due to federal and state law, we will replace components potentially composed of ivory with non-ivory material, prior to fulfillment, on any item we sell.

Intellectual Property Rights

The Website and its entire contents, features, and functionality (including but not limited to all information, software, code, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Replacements, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms & Conditions permit you to use the Website for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
  • If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
  • If we provide social media features with certain content, you may take such actions as are enabled by such features and in accordance with the terms of the respective social media channel. 

You must not:

  • Modify copies of any materials from the Website.
  • Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text.
  • Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this Website.

You must not access or use for any commercial purposes any part of the Website or any services or materials available through the Website.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Website in breach of the Terms & Conditions, your right to use the Website will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Website or any content on the Website is transferred to you, and all rights not expressly granted are reserved by Replacements. Any use of the Website not expressly permitted by these Terms & Conditions is a breach of these Terms & Conditions and may violate copyright, trademark, and other laws.

Trademarks

Replacements' name, the terms replacements.com and replacements, Replacements' logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Replacements or its licensors. You must not use such marks without the prior written permission of Replacements. All other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners.

Prohibited Uses

You may use the Website only for lawful purposes and in accordance with these Terms & Conditions. You agree not to use the Website:

  • In any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).
  • For the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
  • To send, knowingly receive, upload, download, use, or re-use any material that does not comply with the Content Standards set out in these Terms & Conditions.
  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any junk mail, chain letter, spam, or any other similar solicitation.
  • To impersonate or attempt to impersonate Replacements, a Replacements employee, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing).
  • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm Replacements or users of the Website, or expose us or any third party to liability.

Additionally, you agree not to:

  • Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Website, including their ability to engage in real time activities through the Website.
  • Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
  • Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms & Conditions, without our prior written consent.
  • Use any device, software, or routine that interferes with the proper working of the Website.
  • Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
  • Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
  • Otherwise attempt to interfere with the proper working of the Website.

User Contributions

Through the Website and free of charge, Replacements gladly makes available to customers and suppliers certain interactive services, such as customer surveys and the Visual Search Tool, Sell to Us, Pattern Identification, and Find This For Me services, and other interactive features (collectively, Interactive Services) that allow users to post, submit, publish, display, or transmit content or materials on or through the Website or through other interactions or communications with us, including without limitation over the phone, in our showroom, and on social media (collectively, User Contributions).

Replacements reserves the right to limit the Interactive Services to customers and suppliers. We also reserve the right, at our sole discretion, to photograph or otherwise produce a pictorial image of any item provided to Replacements for identification, inspection or possible sale. In such case, the owner of such piece shall not receive payment or bear any cost associated with such image production. Replacements shall own all right, title and interest in any such images it produces.

All User Contributions must comply with the Content Standards set out in these Terms & Conditions.

Any User Contribution will be considered non-confidential and non-proprietary. By providing any User Contribution, you grant us and our service providers, and each of their and our respective licensees, successors, and assigns, a non-exclusive, worldwide, paid-up, royalty-free license to reproduce, prepare derivative works, distribute copies, and/or publicly display the User Contributions.

You represent and warrant that:

  • You own or control all rights in and to the User Contributions and have the right to grant the license granted above to us and our service providers, and each of their and our respective licensees, successors, and assigns.
  • All of your User Contributions do and will comply with these Terms & Conditions.

You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not Replacements, have full responsibility for such content, including its legality, reliability, accuracy, and appropriateness.

We are not responsible or liable to any third party for the content or accuracy of any User Contributions.

Monitoring and Enforcement; Termination

We have the right to:

  • Remove, delete, destroy, or otherwise dispose of any User Contributions for any or no reason in our sole discretion.
  • Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution violates the Terms & Conditions, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for Replacements.
  • Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
  • Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website.
  • Terminate or suspend your access to all or part of the Website for any or no reason, including without limitation, any violation of these Terms & Conditions.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS REPLACEMENTS AND OUR SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we cannot review all material before it is posted on or through the Website, and cannot ensure prompt removal of objectionable material after it has been posted or transmitted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

Content Standards

These content standards (Content Standards) apply to any and all User Contributions and use of the Interactive Services. User Contributions must in their entirety comply with all applicable federal, state, local, and international laws, regulations, rules, orders, and ordinances. Without limiting the foregoing, User Contributions must not:

  • Contain any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory, or otherwise objectionable.
  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, gender, religion, nationality, disability, sexual orientation, gender identity or expression, or age.
  • Infringe any patent, trademark, trade secret, copyright, right of publicity, or other intellectual property or other rights of any other person.
  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms & Conditions and our Privacy Policy.
  • Be likely to deceive any person.
  • Promote any illegal activity, or advocate, promote, or assist any unlawful act.
  • Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, alarm, or annoy any other person.
  • Impersonate any person, or misrepresent your identity or affiliation with any person or organization.
  • Involve commercial activities or sales, such as contests, sweepstakes, and other sales promotions, barter, or advertising.
  • Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

Reliance on Information Posted

The information presented on or through the Website or through other means of communication is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents.

This Website may include content provided by third parties, including materials provided by other users and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Replacements, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Replacements. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Changes to the Website

We may update the content on this Website from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material.

Information About You and Your Visits to the Website

All information we collect on this Website is subject to our Privacy Policy. By using the Website, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Linking to the Website and Social Media Features

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.

This Website may provide certain social media features that enable you to:

  • Link from your own or certain third-party websites to certain content on this Website.
  • Send emails or other communications with certain content, or links to certain content, on this Website.
  • Cause limited portions of content on this Website to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us and solely with respect to the content they are displayed with. Subject to the foregoing, you must not:

  • Establish a link from any website that is not owned by you.
  • Cause the Website or portions of it to be displayed on, or appear to be displayed by, any other site, for example, framing, deep linking, or in-line linking.
  • Link to any part of the Website other than the homepage.
  • Otherwise take any action with respect to the materials on this Website that is inconsistent with any other provision of these Terms & Conditions.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to stop. We reserve the right to withdraw linking permission without notice.

We may disable all or any social media features and any links at any time without notice in our discretion.

Links from the Website

If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

SMS Text Terms

The Replacements, Ltd. Text Messaging Service Terms and Conditions apply to text messages and emails sent by Replacements and are incorporated into these Terms & Conditions as if fully restated herein.

Notice for California Residents

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: If you have a question or complaint regarding the Website, please send an email to [email protected]. You may also contact us by writing to Customer Service at PO Box 26029, Greensboro, NC 27420-6029, or by calling us at (800) 737-5223. California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Website will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Website for any reconstruction of any lost data.

TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES, INFORMATION, OR ITEMS OBTAINED OR PURCHASED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES, INFORMATION, OR ITEMS OBTAINED OR PURCHASED THROUGH THE WEBSITE OR FROM US IS AT YOUR OWN RISK. EXCEPT AS OTHERWISE EXPRESSLY STATED, THE WEBSITE, ITS CONTENT, AND ANY SERVICES, INFORMATION, OR ITEMS OBTAINED OR PURCHASED THROUGH THE WEBSITE OR FROM US ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER REPLACEMENTS, LTD. NOR ANY PERSON ASSOCIATED WITH REPLACEMENTS, LTD. MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER REPLACEMENTS NOR ANYONE ASSOCIATED WITH REPLACEMENTS REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES, INFORMATION, OR ITEMS OBTAINED OR PURCHASED THROUGH THE WEBSITE OR FROM US WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES, INFORMATION, OR ITEMS OBTAINED OR PURCHASED THROUGH THE WEBSITE OR FROM US WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

TO THE FULLEST EXTENT PROVIDED BY LAW, UNLESS AS OTHERWISE EXPRESSLY STATED, REPLACEMENTS HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Limitation on Liability

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL REPLACEMENTS, OR ITS SUCCESSORS, ASSIGNS, LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OWNERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, REGARDLESS WHETHER (1) SUCH DAMAGES WERE FORSEEABLE, AND (2) WHETHER OR NOT YOU WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COLLECTIVE, AGGREGATE, AND TOTAL LIABILITY OF REPLACEMENTS, ITS SUCCESSORS AND ASSIGNS, AND ITS AND THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OWNERS, AND DIRECTORS, FOR ANY AND ALL CLAIMS TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED THE ACTUAL AMOUNT PAID BY YOU FOR THE ITEMS OR SERVICES YOU HAVE ORDERED FROM US IN A 12-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM OR $500, WHICHEVER IS LESS.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

The limitation of liability set forth above shall (i) only apply to the extent permitted by law and (ii) not apply to (A) liability resulting from our gross negligence or willful misconduct and (B) death or major bodily injury resulting solely from our acts or omissions.

Indemnification

You agree to defend, indemnify, and hold harmless Replacements and its successors, assigns, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys fees) arising out of or relating to claims alleging facts that if true would constitute a breach by you of these Terms & Conditions or your use of the Website, including, but not limited to, your User Contributions, any use of the Websites content, services, and products other than as expressly authorized in these Terms & Conditions, or your use of any information obtained from the Website.

Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. YOU WAIVE YOUR RIGHTS TO TRY ANY CLAIM IN COURT BEFORE A JUDGE OR JURY AND TO BRING OR PARTICIPATE IN ANY CLASS, COLLECTIVE, OR OTHER REPRESENTATIVE ACTION.

Agreement to Binding Arbitration

Replacements and you agree that in the event of any claim, dispute, or controversy, regardless of form and whether in contract, tort, statute, or otherwise, arising out of or relating to, or connected in any way with: (A) the Website or any of your communications, interactions, or transactions with us, or (B) the breach, interpretation, application, termination, non‑performance, enforcement, violation, or validity of these Terms & Conditions, shall be resolved solely and exclusively by final and binding arbitration (the Arbitration Agreement). Jurisdictional and arbitrability disputes, including disputes over the formation, existence, validity, applicability, interpretation, enforcement, or scope of this Arbitration Agreement, including without limitation the waiver of the right to seek class arbitration herein, shall be submitted to and ruled on by the arbitrator.

Exceptions to Arbitration

Notwithstanding the foregoing, in lieu of arbitration you or Replacements can bring an individual claim in small claims court consistent with any applicable jurisdictional and monetary limits that may apply, provided that it is brought and maintained as an individual claim. Any such claim shall be subject to the sole and exclusive jurisdiction of the small claims court in Guilford County, North Carolina, and you hereby consent to personal jurisdiction in such court and waive any objections for convenience or otherwise.

In lieu of arbitration you may also file a complaint with the Better Business Bureau consistent with any applicable rules and requirements that may apply, provided that it is filed and maintained as an individual complaint.

You also agree that you or Replacements may bring suit in court to enjoin infringement or other misuse of intellectual property rights. Any such claim shall be subject to the sole and exclusive jurisdiction of the United States District Court for the Middle District of North Carolina, and you hereby consent to personal jurisdiction in such court and waive any objections for convenience or otherwise.

Jury Trial and Class Action Waiver

Except as these Terms & Conditions otherwise provide, you and Replacements acknowledge and agree that you are each waiving the right to a trial by jury. You and Replacements also agree that any arbitration shall be conducted in their individual capacities and not as a class action or other representative action, and you and Replacements expressly waive their right to file a class action or seek relief on a class basis in any forum. You and Replacements may not be plaintiffs or class members in any purported class, collective, or representative proceeding, and may bring claims against the other only in their individual capacity.

The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the individual claim. The arbitrator may not consolidate more than one persons claims and may not otherwise preside over any form of a representative or class proceeding.

If any court or arbitrator determines that any term in the immediately preceding paragraph is unenforceable for any reason as to any claim, then the Arbitration Agreement will be inapplicable to that claim, and that claim will instead proceed through litigation in court rather than by arbitration, but only after the conclusion of the arbitration of any claim or dispute that is subject to the Arbitration Agreement.

Governing Law & Rules

The Federal Arbitration Act, 9 U.S.C. § 1 et seq. (FAA), will govern the interpretation and enforcement of the Arbitration Agreement. If the FAA is found not to apply to any issue that arises under the Arbitration Agreement, then that issue shall be resolved under the laws of the State of North Carolina.

The arbitration will be conducted under the then current and applicable rules of the American Arbitration Association (AAA). The AAA rules are available online at www.adr.org or by calling the AAA at 1-800-778-7879.

Arbitration Procedure

If you intend to seek arbitration with us, you must send a written notice (Notice) by certified mail to:

Replacements, Ltd.

Attn: Legal Department

PO Box 26029

Greensboro, NC 27420-6029

If we intend to seek arbitration, we will send a Notice to the latest address that we have on file for you.

The Notice must describe the nature and basis of the claim and the specific relief sought. If you and Replacements cannot reach an agreement within 30 days from the receipt of the Notice, either party may initiate arbitration proceedings.

A form to initiate arbitration proceedings is available on the AAA site at www.adr.org. In addition to filing this form with the AAA, the party initiating the arbitration must mail a copy of the completed form to the opposing party. You may send such copy to Replacements at:

Replacements, Ltd.

Attn: Legal Department

PO Box 26029

Greensboro, NC 27420-6029

Replacements will send such copy to the latest address we have on file for you or to your attorney, if you have retained one.

Governing Law & Jury Waiver

Except as set forth in the Arbitration Agreement section above, all matters relating to your access to or use of the Website, your communications or transactions with us, and all matters arising out of or related to these Terms & Conditions, will be governed by the applicable laws of the United States of America and the laws of the State of North Carolina, without regard to North Carolina's choice of law principles. Unless you and Replacements agree otherwise, in the event that it is determined or these Terms & Conditions provide that a claim should not proceed through arbitration, you agree that any claim or dispute (with the exception of a claim or dispute appropriately lodged in small claims court in Guilford County, North Carolina) shall be resolved solely and exclusively in the United States District Court for the Middle District of North Carolina, and you submit to the personal jurisdiction of that court and waive all objections for convenience or otherwise. If subject matter jurisdiction (including diversity jurisdiction) does not exist in the United States District Court for the Middle District of North Carolina for any such claim, then the sole and exclusive forum and venue for any such action shall be the North Carolina Superior Court for Guilford County, and you submit to the personal jurisdiction of that court and waive all objections for convenience or otherwise. As to any proceeding in court, you waive your right to a jury trial, unless such waiver is unenforceable.

The choice-of-law and forum-selection provisions in this section do not apply to the Arbitration Agreement or to any arbitrable disputes as provided by the Arbitration Agreement section. Instead, as provided in the Arbitration Agreement section, the FAA shall apply to any such disputes.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS & CONDITIONS OR THE WEBSITE MUST BE COMMENCED WITHIN 18 MONTHS AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability

No waiver by Replacements of any term or condition set out in these Terms & Conditions shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Replacements to assert a right or provision under these Terms & Conditions shall not constitute a waiver of such right or provision.

If any provision of these Terms & Conditions is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms & Conditions will continue in full force and effect.

Entire Agreement

The Terms & Conditions, including policies and information linked from or incorporated herein or otherwise found on the Website, constitute the sole and entire agreement between you and Replacements regarding the Website and your interactions, communications, and transactions with us, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the same.

No provision of these Terms & Conditions shall be waived except pursuant to a writing executed by the party against whom the waiver is sought. No failure to exercise, partial exercise of, or delay in exercising any right or remedy under these Terms & Conditions shall operate as a waiver or estoppel of any right, remedy, or condition.

Except as provided in the Arbitration Agreement section, if any provision of these Terms & Conditions is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired. You may not assign, transfer, or sublicense any of your rights or obligations under these Terms & Conditions without our express prior written consent. We will not be responsible for failure to fulfill any obligation due to causes beyond our control.

If you have any questions or concerns about your use of the Website of these Terms & Conditions, please feel free to contact Customer Service, and we will do our best to help.