TERMS AND CONDITIONS
LAST UPDATED: May 13, 2013
IMPORTANT! PLEASE CAREFULLY READ THESE TERMS AND CONDITIONS BEFORE USING THIS WEBSITE, AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS.
Welcome to our website, a service of ARAMARK Refreshment Services, LLC and Refreshment Services, a division of ARAMARK Canada Ltd. ("ARAMARK", "we", "us" or "our"). The Websites (as defined below) are made available by us subject to these Terms and Conditions, and these Terms and Conditions govern your use of the Websites as well as the ordering of products and services from the Websites (the "Services"). Please be sure to read these Terms and Conditions carefully, especially the disclaimers and limitations of our liability. You agree to these Terms and Conditions by accessing or using the Websites, registering for Services offered through the Websites, or by uploading, submitting or downloading any information or content from or to the Websites. By agreeing to these Terms and Conditions, you are representing that you are the age of majority in your state or province of residence and are legally able to enter into a binding agreement. If you are using the Websites on behalf of an organization or otherwise acting on behalf of an organization in connection with your use of the Websites, you represent, acknowledge and agree that (a) you are agreeing to these Terms and Conditions on behalf of such organization and (b) you are authorized to bind that organization to these Terms and Conditions, and "you" as used herein means both you individually as well as the organization on whose behalf you are agreeing to these Terms and Conditions. By using the Websites, you also consent to our provision of notices to you in electronic form. IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TERMS AND CONDITIONS, DO NOT USE THE WEBSITES. Withdrawing your consent to these Terms and Conditions will result in a termination of these Terms and Conditions and of your right to access and use the Websites.
1. Conditions of Use. Our websites (collectively, with its past, present and future versions, all web pages found within the websites, and all Services and Materials (as defined below), the "Websites"), including all the materials and information on the Websites, including, without limitation, organization, graphics, text, images, audio, videos, designs, compilations, advertising copy, and the trademarks, logos, domain names, trade names, service marks and trade identities; any and all copyrightable material (including source and object code); and all other materials related to the Websites, including the "look and feel" of the Websites (collectively, the "Materials") are provided by ARAMARK or its parents, subsidiaries, affiliates, or licensors. By using the Websites and the Materials, you represent and warrant that: (i) all information you provide to ARAMARK is and will remain true, accurate, complete and current and that you will maintain and update such information regularly; and (ii) you hold and will continue to hold all rights necessary to enter into and fully perform your obligations under these Terms and Conditions and to grant the rights granted under these Terms and Conditions.
2. Changes to Terms and Conditions. ARAMARK reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms and Conditions in whole or in part, at any time; we may notify you of such changes by any reasonable means, including by posting the revised version of these Terms and Conditions on the Websites. You can determine when we last changed these Terms and Conditions by referring to the "LAST UPDATED" legend above. Your use of the Websites following changes to these Terms and Conditions will constitute your acceptance of those changes; provided, however, any material change to these Terms and Conditions shall not apply retroactively to any claim or dispute between you and us in connection with these Terms and Conditions where such claim or dispute arose prior to the "LAST UPDATED" date applicable to that version of these Terms and Conditions in which we included such material change. We recommend that you periodically visit this page to determine the then current Terms and Conditions to which you are bound for use of the Websites.
3. Ownership of Materials. The Websites are owned and operated by ARAMARK. Subject to these Terms and Conditions, and solely for so long as you are permitted by ARAMARK to access and use the Websites, ARAMARK grants to you a revocable, non-exclusive, non-transferable, limited right to access, use and display the Websites, including the Materials thereon, solely for the purpose of reviewing and ordering products and services on your behalf or on behalf of the organization that you are representing and for limited related purposes, such as monitoring the status of your account and orders or past purchases, provided that you keep intact all copyright and other proprietary notices. The Websites and the Materials from the Websites may not, in whole or in part, be copied, modified, reproduced, republished, uploaded, posted, transmitted, distributed, rented, leased, loaned, sold, reverse-engineered, disassembled or otherwise converted to another form in any way (including through the creation of derivative works). The Materials displayed on the Websites may be protected by copyright, trademark and other intellectual property laws and treaties. Any unauthorized use of any Material contained on the Websites may violate copyright, trademark or other intellectual property laws.
4. Trademarks. ARAMARK products and/or services, including the Services, referenced on the Websites may contain trademarks, licensed trademarks or registered trademarks of ARAMARK. Other company names, products and/or services referenced on the Websites may contain trademarks of their respective owners. Nothing contained on the Websites should be construed as granting, by implication or otherwise, any license or right to use any trademarks displayed on the Websites. You may not use any ARAMARK trademark, including the ARAMARK logo, unless you have an express written trademark license from ARAMARK. ARAMARK enforces its intellectual property rights to the fullest extent of the law.
5. Forums. ARAMARK may offer chat rooms, forums, message or bulletin boards, product rating and review areas, or interactive areas (collectively, "Forums") on the Websites where visitors may post comments or information for our visitors' enjoyment. If there are Forums on the Websites, be sure to check any posted rules before entering, as you will be bound by them as well as these Terms and Conditions.
Information contained in the Forums may be provided by third party visitors to the Websites. Please note that visitors to the Websites may post messages or make statements in the Forums that are inaccurate, misleading or deceptive. ARAMARK, the ARAMARK Entities (defined below) and their respective employees, officers, directors, shareholders, affiliates, agents, representatives, licensors, suppliers and service providers neither endorse nor are responsible for any opinion, advice, information or statements made in the Forums by third parties. Without limitation, ARAMARK, its parents, subsidiaries and affiliates, and its and their respective employees, officers, directors, shareholders, affiliates, agents, representatives, licensors, suppliers and service providers (collectively, the "ARAMARK Entities") are not responsible for any information or materials made available through the Forums (including without limitation errors or omissions in Forum postings or links or images embedded in Forum messages) or results obtained by using any such information or materials. Under no circumstances will any of the ARAMARK Entities be liable for any loss or damage caused by your reliance on such information or materials. The opinions expressed in the Forums reflect solely the opinions of the individuals who submitted such opinions, and may not reflect the opinions of ARAMARK.
In addition, the ARAMARK Entities have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information voluntarily made public through a Forum or any other part of the Websites. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONALLY IDENTIFIABLE OR OTHER INFORMATION PUBLICLY AVAILABLE IN A FORUM OR OTHERWISE ON THE WEBSITES, YOU DO SO AT YOUR OWN RISK.
6. Content You Submit. By posting in a Forum, sending an e-mail to ARAMARK or otherwise contributing in any way to the Websites, including, but not limited to, sending messages, comments, suggestions, questions, or ideas concerning products and services (each, a "Submission"), you expressly grant to ARAMARK a worldwide, non-exclusive, transferable, sublicenseable (through multiple tiers), royalty-free, perpetual, irrevocable right and license, without compensation to you: to use, reproduce, distribute, create derivative works of (including without limitation adapt, edit, modify, translate, and reformat), transmit, publicly display and publicly perform such Submission (including, without limitation, names, voices, likenesses and other personally identifying information contained in your Submission) in any form, media, software or technology of any kind now known or developed in the future for any purposes whatsoever including, without limitation, developing, manufacturing and marketing products and services using such information and for other marketing and promotional purposes, without any compensation to you or to any third party. All Submissions shall be neither confidential nor proprietary to you or to any third party. For each Submission, you represent and warrant that you have all rights necessary for you to grant the licenses granted in this section, and that such Submission, and your provision thereof to and through the Websites, comply with all applicable laws, rules and regulations. You further irrevocably waive any "moral rights" or other rights with respect to attribution of authorship or integrity of materials regarding each Submission that you may have under any applicable law under any legal theory.
In particular, and without limiting the foregoing or anything else in these Terms and Conditions, you expressly agree that any Submissions you provide to the reviews and ratings section of any of the Website, may be used at ARAMARK's sole discretion on the Websites and on ratings and reviews areas on other websites owned by ARAMARK, and ARAMARK does not guarantee that you will have any ability to edit or delete any Submission you have submitted.
7. Monitoring. You acknowledge and agree that we reserve the right (but have no obligation) to do any or all of the following, at our discretion: (i) monitor Submissions; (ii) alter (including, without limitation by changing or condensing), remove, or refuse to post or allow to be posted any Submission; and/or (iii) disclose any Submissions, and the circumstances surrounding their transmission, to any third party in order to operate the Websites; to protect the ARAMARK Entities, and the users of and visitors to the Websites; to comply with legal obligations or governmental requests; to enforce these Terms and Conditions; or for any other reason or purpose.
8. Registration and Your Account. You will be required to register and create an account on the Websites to order products from ARAMARK using the Websites. You agree to provide current, complete, and accurate information required to complete your registration on a Website, including a valid e-mail address, and at other points as may be required in the course of using a Website (such information will be referred to herein, collectively, as "Registration Data"). You further agree to maintain and update Registration Data as required to keep it current, complete, and accurate. Your ability to order products may be limited based on the Registration Data you provide. With respect to any such registration, we may refuse to grant you, and you may not use, a user name (or e-mail address) that is already being used by someone else; that may be construed as impersonating another person; that belongs to another person; that personally identifies you; that you are not authorized to use; that violates the intellectual property or other rights of any person; that is offensive; that is false or misleading or that we reject for any other reason in our sole discretion. If any information you provide is false, incomplete, or inaccurate, we may, without limiting any of our other rights and remedies, terminate your rights without notice to any or all of the Websites or the Services. If the information you provide is fraudulent, you may also be subject to criminal and/or civil liability. You agree that we may store and use Registration Data you provide for use in maintaining your accounts and fulfilling orders.
As a registered user of a Website, you may receive or establish one or more passwords and accounts ("Account(s)"). You are solely responsible for maintaining the confidentiality and security of your passwords and Account(s). You may not divulge your password to anyone else or use anyone else's password or Account except that you may appoint another person in your business to manage the Account(s) on behalf of yourself or your business. The person(s) you appoint will be able to make orders with your Account(s). You are entirely responsible for all activities that occur on or through your Account(s) (including all orders), and you agree to notify us immediately about any unauthorized use of Account(s) or any breach of security. You agree that we will not be responsible for any losses incurred or damages sustained in connection with any misuse of Account(s) or passwords and you further agree that we will have no responsibility or liability whatsoever for your failure to comply with these requirements. Your breach of these requirements may result in immediate termination of your Account(s), and may also subject you to criminal or civil liability.
10. Acceptable Use. While using the Websites you will comply with all applicable laws, rules and regulations. In addition, we expect users of the Websites to respect the rights and dignity of others. Your use of the Websites is conditioned on your compliance with the rules of conduct set forth in this section; your failure to comply with such rules may result in termination of your access to the Websites pursuant to Section 20 below. You agree that ARAMARK does not want you to, and you warrant that you shall not:
- Provide to us, or otherwise post, transmit or make available through or in connection with the Websites:
- Any information or materials that are defamatory, threatening, obscene, harassing, degrading, hateful, intimidating, fraudulent, tortious, indecent, pornographic, protected by copyright, trademark, trade secret, right of publicity or other proprietary right without the express prior consent of the owner of such right, or otherwise objectionable or unlawful;
- any material that would give rise to criminal or civil liability; that encourages conduct that constitutes a criminal offense; or that encourages or provides instructional information about illegal activities or activities such as "hacking," "cracking," or "phreaking";
- any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file, or program that is harmful or invasive or may or is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment;
- any unsolicited or unauthorized advertising, promotional material, "junk mail," "spam," "chain letter," "pyramid scheme" or investment opportunity, or any other form of solicitation; or
- any material, non-public information about a company without the proper authorization to do so.
- Engage in any activities through the Websites that are unlawful, offensive, abusive, that violate the rights of third parties, that inhibit other users from using and enjoying the Websites, or that are otherwise objectionable, in ARAMARK's sole discretion.
- Use the Websites for unauthorized commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation, or through linking with or artificially generating traffic to any other website or web page.
- Engage in any activity that interferes with the proper working of the Websites or disrupts the operation of the Websites or the servers or networks used to make the Websites available; or violates any requirements, procedures, policies or regulations of such networks.
- Violate the security of any portion of the Websites such as by (i) accessing data or Materials not intended for you, (ii) logging into a server or account which you are not authorized to access, or (iii) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization.
- Impersonate any person or entity, including without limitation any representative of ARAMARK; falsely state or otherwise misrepresent your affiliation with any person or entity, including, without limitation, ARAMARK; or express or expressly state or imply that ARAMARK endorses any statement you make.
- Forge headers or otherwise manipulate identifiers in order to disguise the origin of any submissions to us or through the Websites.
- Use the Websites for any fraudulent or unlawful purpose.
- Use the Websites to defame abuse, harass, stalk, threaten or otherwise violate the legal rights of others, including without limitation others' privacy rights or rights of publicity, or harvest or collect personally identifiable information about other users of the Websites.
- Restrict or inhibit any other person from using the Websites (including without limitation by hacking or defacing any portion of the Websites).
- Reproduce, duplicate, copy, sell, resell or otherwise exploit for any commercial purposes, any portion of, use of, or access to the Websites.
- Modify, adapt, translate, reverse engineer, decompile or disassemble any portion of the Websites.
- Remove any copyright, trademark or other proprietary rights notice from the Websites or Materials originating from the Websites.
- Frame or mirror any part of the Websites without ARAMARK's express prior written consent.
- Create a database by systematically downloading and storing content from the Websites.
- Monitor, copy, retrieve, index, "scrape," "data mine" or in any way gather content from the Websites or reproduce or circumvent the navigational structure or presentation of the Websites by using any robot, "bot," spider, crawler, site search/retrieval application or other automatic device or manual process, without ARAMARK's written permission. Notwithstanding the foregoing, ARAMARK grants the operators of public search engines permission to use spiders to copy publicly accessible Materials from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the Materials, but not caches or archives of such Materials. ARAMARK reserves the right to revoke these exceptions either generally or in specific cases
Violations of system or network security may result in civil or criminal liability. We reserve the right to investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
11. Disclaimer. THE WEBSITE, THE INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS, THIRD PARTY CONTENT, THIRD PARTY GOODS, INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES ARE PROVIDED "AS IS," "AS AVAILABLE" AND "WITH ALL FAULTS" TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF ANY KIND. THE ARAMARK ENTITIES HEREBY EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES, AND TERMS OR CONDITIONS, EXPRESSED, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR OTHER VIOLATION OF RIGHTS WITH RESPECT TO THE WEBSITES, THE INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS,THIRD PARTY CONTENT, THIRD PARTY GOODS (INCLUDING BUT NOT LIMITED TO EXPRESS AND IMPLIED PRODUCT CLAIMS), INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES. (CERTAIN PROVIDERS OF THIRD PARTY APPLICATIONS MAY SEPARATELY PROVIDE LIMITED REPRESENTATIONS AND/OR WARRANTIES REGARDING THEIR THIRD PARTY APPLICATIONS; PLEASE CHECK WITH SUCH PROVIDERS FOR FURTHER INFORMATION.) THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE INFORMATION ON THE WEBSITES. THERE IS NO WARRANTY THAT THE WEBSITES, THE INFORMATION CONTAINED IN THEM OR OUR EFFORTS WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS. THE ARAMARK ENTITIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE WITH RESPECT TO, THE WEBSITES, THE INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS, THIRD PARTY CONTENT, THIRD PARTY GOODS, INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES. THE ARAMARK ENTITIES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MATERIALS ON THE WEBSITES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE ARAMARK ENTITIES DO NOT WARRANT THAT YOUR USE OF THE WEBSITES IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, THE ARAMARK ENTITIES SPECIFICALLY DISCLAIM SUCH WARRANTY. YOU UNDERSTAND THAT BY USING ANY OF THE FEATURES OF THE WEBSITES, YOU ACT AT YOUR OWN RISK, AND YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE ANY OF THE WEBSITES. WHILE ARAMARK RESERVES THE RIGHT TO REMOVE ANY POSTINGS OR ANY OTHER INFORMATION THAT WE FEEL MAY BE OFFENSIVE OR OTHERWISE OBJECTIONABLE, WE ARE NOT RESPONSIBLE FOR ANY MATERIAL POSTED BY ANY USER OR FOR ANY INFORMATION WHATSOEVER CONTAINED IN ANY LINKED WEBSITES. YOU AGREE THAT THE ARAMARK ENTITIES ARE NOT RESPONSIBLE OR LIABLE FOR ANY DEFAMATORY, OFFENSIVE, INFRINGING, ILLEGAL OR OBJECTIONABLE CONDUCT OF ANY OTHER VISITOR TO ANY OF THE WEBSITES OR ANY OTHER THIRD PARTY. TO THE EXTENT APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, THE EXCLUSIONS OF SUCH WARRANTIES ABOVE MAY NOT APPLY TO YOU.
12. Errors. Although we attempt to ensure that the Websites are kept error-free, mistakes will occur. ARAMARK attempts to ensure that accurate information is provided on the Websites, but does not warrant the accuracy or completeness of the Materials on the Websites or the reliability of any advice, opinion, statement, prior ordering or invoicing history, or other information displayed or distributed through the Websites. You acknowledge that any reliance on any such opinion, advice, statement, prior ordering or invoicing history, or other information shall be at your sole risk. ARAMARK reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the Websites. ARAMARK may make any other changes to the Websites and the products, programs, services or prices (if any) described in the Websites at any time without notice.
In the event a product is listed at an incorrect price due to a typographical error, entry error, error in pricing information received from our suppliers, or other similar error, ARAMARK shall have the right to refuse or cancel any orders placed through the Websites for product listed at the incorrect price. ARAMARK reserves the right to refuse or cancel any such orders whether or not the order has been confirmed.
13. Limitation of Liability. IN NO EVENT WILL ANY OF THE ARAMARK ENTITIES BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, EXEMPLARY OR OTHER DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH OR RELATING TO THE WEBSITES, THE INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS, THIRD PARTY CONTENT, THIRD PARTY GOODS, INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES OR ANY OTHER SUBJECT MATTER OF THESE TERMS AND CONDITIONS, INCLUDING WITHOUT LIMITATION, IN CONNECTION WITH OR RELATING TO: (A) THE SERVICES; (B) MESSAGES SENT FROM OR TO THE WEBSITES; (C) MATERIALS, SOFTWARE, INFORMATION OR CONTENT PROVIDED ON THE WEBSITES; (D) THE SUBMISSIONS; (E) ANY PRODUCTS OR SERVICES OFFERED VIA THE WEBSITES; (F) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION THROUGH THE WEBSITES OR ANY LINKED WEBSITE; (G) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY ARAMARK OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR USE OF THE WEBSITES; (H) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY MATTERS; OR (I) ANY DAMAGE TO YOUR OR ANY USER'S COMPUTER, HARDWARE, COMPUTER SOFTWARE, CELLULAR PHONE, MODEM OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION.
WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL ANY OF THE ARAMARK ENTITIES BE LIABLE FOR DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF SUCH ENTITY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE WEBSITES).
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES OR OTHER HARM THAT ARISE OUT OF ANY OF THE ARAMARK ENTITIES' ACTS OR OMISSIONS, THE HARM, IF ANY, CAUSED TO YOU IS NOT IRREPARABLE AND IS NOT SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY ANY OF THE ARAMARK ENTITIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY WEBSITE, PROPERTY, PRODUCT, SERVICE, OR OTHER MATERIALS OWNED OR CONTROLLED BY SUCH ENTITY. IF YOUR USE OF THE WEBSITES, THE INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS, THIRD PARTY CONTENT, THIRD PARTY GOODS, INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES RESULT IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF ANY ITEM, YOU ASSUME ANY COST THEREOF.
IN NO EVENT SHALL ANY OF THE ARAMARK ENTITIES BE LIABLE FOR ANY DIRECT DAMAGES ARISING IN CONNECTION WITH THE WEBSITES, THE CONTENT, INFORMATION AND MATERIALS ON THE WEBSITES, AND ALL GOODS, SERVICES, PRODUCTS, THIRD PARTY APPLICATIONS, THIRD PARTY CONTENT, THIRD PARTY GOODS, INFORMATION AND MATERIALS OFFERED ON OR MADE AVAILABLE THROUGH THE WEBSITES IN EXCESS OF THE GREATER OF: (A) THE PRICE PAID BY YOU FOR THE PARTICULAR PRODUCT OR SERVICE GIVING RISE TO THE DAMAGE, OR (B) ONE HUNDRED DOLLARS (US$100).
BY ACCESSING THE WEBSITES, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE, PROVINCE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR." SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. THESE TERMS AND CONDITIONS GIVE YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY BY STATE OR PROVINCE.
14. Indemnification. You agree to indemnify, defend, and hold each of the ARAMARK Entities harmless from and against any and all claims, actions, losses, expenses, damages, and costs (including reasonable attorneys' fees), resulting from: (i) your use of the Websites; (ii) any breach or violation of these Terms and Conditions or any law, rule, or regulation; (iii) the posting, submission, display, transmission, exchange, performance, publication, distribution, sharing, dissemination, promotion, broadcast, and/or circulation of any of your Submissions to the Websites; (iv) the theft, disclosure or misappropriation of your password; (v) your authorization of anyone else to use your password; (vi) your use of any product or service purchased from or provided by ARAMARK; or (vii) any other acts and omissions by you in connection with the Websites.
ARAMARK reserves the right to assume, at its sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement or compromise, and you agree to fully cooperate with ARAMARK in the defense of any such claim, action, settlement, or compromise negotiations, as requested by ARAMARK. In no event will you settle any claim or action without ARAMARK's prior written approval.
15. Third-Party Sites. As a convenience to you, ARAMARK may provide on the Websites links to websites that are not owned, operated or controlled by ARAMARK. If you wish to visit and use these linked websites, you will leave an ARAMARK Website. If you decide to visit any linked website, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. The ARAMARK Entities shall not be liable or responsible for any loss or damage resulting from your use of any third party linked website or from any information, products or services made available on any such linked website. The ARAMARK Entities make no warranty or representation regarding, and does not endorse, any linked website or the content appearing on those websites or any of the products or services described thereon. Links do not imply that the ARAMARK Entities or an ARAMARK Website sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links, or that any linked website is authorized to use any trademark, trade name, logo or copyright symbol of any of the ARAMARK Entities. The ARAMARK Entities disclaim any liability for links: (i) from another website to the Websites; and (ii) to another website from the Websites.
16. Linking Terms. By linking to any of the Websites, all "Linkers" accept and acknowledge the following terms of linking: Linker agrees that it will not at any time do or cause to be done any act or thing in any way impairing the image/reputation of ARAMARK, as determined by ARAMARK in its sole discretion. Linker shall not in any manner represent that Linker or its products or services are endorsed by ARAMARK or that Linker is acting in a representative capacity of ARAMARK. Linker shall not utilize the ARAMARK name or its relationship with ARAMARK, if any, for purposes of or in any manner which intentionally gives rise to advertising or publicity, unless ARAMARK shall consent to such use in writing prior to publication. Linker agrees that the link(s) when activated by a user, will display that page full-screen in a fully operable and navigable browser window and not within a "frame" on the linked website. Regardless of the foregoing, ARAMARK reserves the right to rescind this consent to link to the Websites with or without cause at any time. In such event, Linker shall remove its link(s) to the Websites within twenty four (24) hours of receipt of notice from ARAMARK.
18. Sales Policies. All orders placed through the Websites are subject to our acceptance. Your receipt of an electronic or other form of order confirmation does not signify ARAMARK's acceptance of your order, nor does it constitute confirmation of our offer to sell. ARAMARK reserves the right at any time after receipt of your order to accept or decline your order from any of the Websites for any or no reason and without liability to you or anyone else. ARAMARK reserves the right to only accept orders on the Websites from existing customers. Prices of all products on the Websites are in U.S. dollars (Canadian dollars for sales to Canadian companies), are subject to change and do not reflect any applicable taxes, fees, shipping and handling, surcharges or service charges (collectively, "Fees") that may be applicable to your products, orders or related deliveries.
Products shall only be shipped to the address you have on file with ARAMARK. Your order will be delivered on your next scheduled delivery date that you have established with your ARAMARK Market Center. Your delivery date may be modified by contacting your ARAMARK Market Center using the information on the Contact Us page of the ARAMARKRefreshments.com Website. Your completed order on the Websites will show a subtotal of charges for the products you order; any Fees will continue to be shown on your regular delivery invoice. You will continue to pay for Services using the payment method you are currently using for ARAMARK Services ordered by other means, such as telephonic orders placed with your ARAMARK Market Center. By submitting an order, you grant to ARAMARK the right to provide such information to third parties for purposes of facilitating the completion of orders initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any order.
Unless otherwise agreed to in writing by you or another authorized representative of your organization and ARAMARK, ARAMARK reserves the right to modify or impose Fees and to modify prices, promotions and products at any time without notice to you. All descriptions, images, references, features, content and specifications of products and Services described or depicted on the Websites are subject to change at any time without notice. ARAMARK reserves the right, with or without prior notice, to limit the available quantity of or discontinue any product or service or any of the Websites, to honor, or impose conditions on the honoring of, any coupon, coupon code, promotional code or other similar promotions; and/or to bar any user from making any or all order(s) online via the Websites.
19. Promotions, Gifts and Trial Offers. The Websites may contain or offer sweepstakes, contests or other promotions, which may be governed by a separate set of rules that describe the sweepstakes, contest or promotion and may have eligibility requirements, such as certain age or geographic area restrictions. It is your responsibility to read those rules to determine whether or not your participation, registration or entry will be valid or restricted, and to determine the sponsor's requirements of you in connection with the applicable sweepstakes, contest or promotion. By participating in any such promotion, you will become subject to those rules, which may vary from the terms and conditions set forth herein. To the extent that the terms and conditions of such rules conflict with these Terms and Conditions, the terms and conditions of such rules shall control.
ARAMARK may (but has no obligation to) offer you a gift or other promotion for purchasing the Services (such as complimentary ARAMARK products or equipment) on terms and conditions set forth in the gift or other promotional offer.
20. Termination. ARAMARK may terminate, change, suspend or discontinue the Websites or any aspect of the Websites, including the availability of any features of the Websites, at any time without notice. ARAMARK may also impose limits on certain features and services or restrict your access to parts of any Website or an entire Website without notice or liability of any kind whatsoever to you or any other party. ARAMARK also reserves the right to use any technological, legal, operational, or other means available to enforce these Terms and Conditions, including without limitation, blocking specific IP addresses or access to the Websites.
These Terms and Conditions are effective until terminated. At any time and for any reason, including if you fail, or we suspect that you have failed, to comply with any of the provisions of these Terms and Conditions or the spirit of these Terms and Conditions, including but not limited to failure to provide ARAMARK with accurate and complete Registration Data, or failure to safeguard your Account(s) information and password, ARAMARK, at its sole discretion, may: (A) terminate these Terms and Conditions and/or your Account(s) on the Websites; and/or (B) preclude access to the Websites (or any part thereof). You agree that any termination of your access to or use of the Websites may be effected without prior notice, and that ARAMARK may immediately deactivate or delete your Account on the Websites, and all related information and files associated with it, and/or bar any further access to your Account, the Websites and such information or files. You agree that the ARAMARK Entities shall not be liable to you or any third party for any termination of your access to or use of the Websites, or to any such information or files, and shall not be required to make your Account(s), the Websites, or such information or files available to you after any such termination. Sections 2-7, 11-22 and 24-27 shall survive any expiration or termination of these Terms and Conditions.
21. Jurisdiction. The Websites are controlled by ARAMARK from its offices within the United States or Canada, as applicable. ARAMARK makes no representation that Materials at the Websites are appropriate or available for use at other locations outside of the United States and its territories or Canada and access to such Materials from territories where their contents are illegal is prohibited. You may not use the Websites in violation of U. S. or Canadian export laws and regulations. If you access the Websites from a location outside of the United States or Canada, you are responsible for compliance with all local laws.
22. Governing Law; Forum. These Terms and Conditions shall be governed by the laws of the State of Delaware for U.S. customers, and the laws of the province of Ontario for Canadian customers, without giving effect to its conflict of laws provisions, and will specifically not be governed by the United Nations Conventions on Contracts for the International Sale of Goods. All claims, disputes or disagreements which may arise out of the interpretation, performance or in any way relating to your use of the Websites, shall be submitted exclusively to the jurisdiction of the State or federal courts located in the State of Delaware (County of New Castle) or province of Ontario, as applicable. The venue for all such disputes shall be in the courts of Delaware or Ontario, as applicable. Any cause of action or claim you may have with respect to the Websites or these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises, or, if multiple causes, from the date the first such cause of action arose. YOU WAIVE ALL RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ON ANY MATTER WHATSOEVER ARISING OUT OF, IN CONNECTION WITH OR IN ANY WAY RELATED TO THESE TERMS AND CONDITIONS.
23. Contact Us. If you have any questions regarding the meaning or application of these Terms and Conditions, please direct such questions to your ARAMARK Market Center using the information on the Contact Us page of the ARAMARKRefreshments.com Website. Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us.
24. Filtering. Pursuant to 47 U.S.C. Section 230(d) as amended, we hereby notify you that parental control protections (such as computer hardware, software or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available on the two websites GetNetWise (http://kids.getnetwise.org/) and OnGuard Online (http://onguardonline.gov/). Please note that ARAMARK does not endorse any of the products or services listed at such site.
25. 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 Websites, please send an e-mail to email@example.com. You may also contact us by writing to 1101 Market Street, Philadelphia, PA 19107, U.S.A., Attention: ARAMARK Refreshment Services Customer Service , or by calling us at (800) 233-3181. 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, U.S.A., or by telephone at (916) 445-1254 or (800) 952-5210.
26. Claims of Copyright Infringement. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that Materials available on the Websites infringe your copyright, you (or your agent) may send ARAMARK a notice requesting that ARAMARK remove the Material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send ARAMARK a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See http://www.copyright.gov/ for details. Notices and counter-notices should be sent to:
Designated Copyright Agent
1101 Market Street
Philadelphia, PA 19107
We suggest that you consult your legal advisor before filing a notice or counter-notice.
27. ORDER OF PRECEDENCE. TO ORDER SERVICES ON THE WEBSITES, YOU MUST HAVE AN EXISTING SERVICES AGREEMENT WITH ARAMARK (A "SERVICES AGREEMENT"). THE SERVICES AGREEMENT SHALL CONTINUE TO APPLY TO THE PROVISION OF THE SERVICES. THESE TERMS AND CONDITIONS SHALL APPLY TO THE WEBSITES, AND ORDERS SUBMITTED ON THE WEBSITES, AND PROVISION OF SERVICES TO THE EXTENT NOT ADDRESSED IN THE SERVICES AGREEMENT. TO THE EXTENT THERE IS AN OVERLAP BETWEEN THE SUBJECT MATTER OF THE SERVICES AGREEMENT AND THE SUBJECT MATTER OF THESE TERMS AND CONDITIONS THAT RESULTS IN AN IRRECONCILABLE CONFLICT BETWEEN THESE TERMS AND CONDITIONS AND YOUR SERVICES AGREEMENT, THE TERMS OF YOUR SERVICES AGREEMENT WILL CONTROL UNLESS YOUR SERVICES AGREEMENT EXPRESSLY STATES THAT THESE TERMS AND CONDITIONS WILL CONTROL, PROVIDED THAT, IF ANY PROVISIONS IN THESE TERMS AND CONDITIONS GIVE A PARTY RIGHTS THAT ARE NOT ADDRESSED IN THE SERVICES AGREEMENT, THEN SUCH PROVISIONS IN THESE TERMS AND CONDITIONS SHALL BE DEEMED TO BE SUPPLEMENTAL TO, AND NOT IN CONFLICT WITH, THE SERVICES AGREEMENT.
ARAMARK ALSO MAY PROVIDE THROUGH THE WEBSITES ADDITIONAL TERMS THAT APPLY TO THE WEBSITES AND THOSE ADDITIONAL TERMS ARE HEREBY INCORPORATED INTO THESE TERMS AND CONDITIONS. TO THE EXTENT THERE IS A CONFLICT BETWEEN THESE TERMS AND CONDITIONS AND THOSE ADDITIONAL TERMS REGARDING USE OF THE WEBSITES, THESE TERMS AND CONDITIONS WILL CONTROL UNLESS THOSE ADDITIONAL TERMS EXPRESSLY STATE THAT THOSE ADDITIONAL TERMS WILL CONTROL.
28. Miscellaneous. These Terms and Conditions and the documents it incorporates constitute the entire understanding and agreement between ARAMARK and you with respect to your use of the Websites, and supersede any and all prior or inconsistent understandings relating thereto, whether written or oral. No change, modification or revision of your order shall be valid unless agreed to in writing by ARAMARK. Any terms and conditions set forth in a purchase order submitted by you shall not alter the terms and conditions set forth herein. If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions or portion thereof, to be illegal, invalid or unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect. The section titles in these Terms and Conditions are inserted only as a matter of convenience and have no legal or contractual effect. You agree that these Terms and Conditions will not be construed against ARAMARK by virtue of having drafted them. The words "include", "including", "such as" and "including without limitation" all mean "including but not limited to".
Any failure of ARAMARK to exercise or enforce any right or provision of these Terms and Conditions will not constitute a waiver of such right or provision. No waiver by ARAMARK of any provision of these Terms and Conditions will be of any force or effect unless made in writing and signed by a duly authorized officer of ARAMARK. You understand and agree that ARAMARK will determine your compliance with these Terms and Conditions in its sole discretion. ARAMARK will not be responsible for failures to fulfill any of its obligations due to causes beyond its control.
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms and Conditions. These Terms and Conditions do not benefit any third party except for ARAMARK's parent companies, affiliates, subsidiaries, agents, and predecessors and successors in interest. You cannot assign these Terms and Conditions or any of your rights or duties under these Terms and Conditions without ARAMARK's prior written consent. However, ARAMARK may assign these Terms and Conditions without your consent and without notifying you.
If ARAMARK sends notices to you hereunder, they will be considered received immediately if we send them to any e-mail or fax number you have given us, or after three (3) days if we mail them to the most current address we have for you. All notices and demands required to be given to ARAMARK hereunder shall be in writing and shall be served by personal service, nationally recognized overnight courier service or by certified mail, and shall be effective on the date received as evidenced by proof of receipt, if delivered to the address of your ARAMARK Market Center on the Contact Us page of the ARAMARKRefreshments.com Website.
Without limitation, you agree that a printed version of these Terms and Conditions and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms and Conditions to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. ARAMARK will not be responsible for failures to fulfill any obligations due to causes beyond its control.