DMS WEBSITE TERMS AND CONDITIONS OF USE
We expressly reserve the right to do any of the following, at any time, without notice:
· modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason;
· modify or change the Site or any information, text, data, databases, graphics, user interfaces, visual interfaces, images, sound recordings, photographs, video materials, audio clips, logos, computer code, features, services, and other materials within the Site (all such materials, and any compilation, collection, or arrangement thereof, the “Content”), and any applicable policies or terms;
· modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; and
· interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
ELIGIBILITY TO ACCESS AND USE
Although the Site may be accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site, are available to all persons or in all geographic locations, or appropriate or available for use outside the United States. If you choose to access the Site from outside the United States, you do so at your own initiative, at your own risk, and are solely responsible for complying with all applicable local laws. We reserve the right to limit, in our sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited.
In connection with your access and use of the Site and that of any person authorized by you to access and use the Site, you are responsible for complying with all applicable laws, regulations, and policies of all relevant jurisdictions, including all applicable local rules regarding online conduct. Not in limitation of the previous sentence, in connection with your use of the Site, neither you nor your company may cause or permit any person to do any of the following:
· impose an unreasonably or disproportionately large load on the Site or otherwise interfere with or inhibit any other user of this Site from using or enjoying the Site;
· use the Site or Content for any purpose that constitutes or encourages conduct that would violate the law;
· use any deep links, robots, spiders, page scrapers, web crawlers, indexing agents, or other automated device, program, algorithm or mechanism, or any similar or equivalent manual process, to access, acquire, copy, download, or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure of presentation of the Site or Content, to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through the Site;
· gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any Cornelius or third-party server, or to any of the services offered on or through the Site, by hacking, password “mining” or any other illegitimate means;
· use the Site to post or transmit any material that contains any viruses, Trojan horses, worms, time bombs, cancelbots, malware, adware, or other computer programming routines that may damage, interfere with, surreptitiously intercept, or expropriate any system, data, or personal information;
· use the Site to post or transmit any unlawful, threatening, abusive, harmful, fraudulent, libelous, defamatory, harassing, tortious, hateful, racially, ethnically or otherwise objectionable, obscene, pornographic, profane or offensive information of any kind;
· use the Site to post or transmit any information which is invasive of another’s privacy or publicity rights or that otherwise violates or infringes in any way upon the rights of others;
· use the Site to post or transmit any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities or schemes, or other unsolicited commercial communication;
· upload, post or transmit to, distribute or otherwise engage in any activities through the Site (i) which are designed to interrupt, destroy or limit the functionality of any computer software, hardware, telecommunications equipment; (ii) which are designed to violate system integrity; (iii) for which you do not have all necessary rights and licenses to transmit under any law or under contractual or fiduciary relationships; or (iv) which contain false or misleading indications of origin or statements of fact.
Commission of any of the foregoing or other illegal, fraudulent, destructive or malicious acts will subject you to sanction, including termination of your access to the Site, and possible civil or criminal liability.
When you visit the Site or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You acknowledge that data, including email and electronic communications may be accessed by unauthorized third parties when communicated between you, Cornelius and information transmitters, using the Internet, network communications facilities, telephone or any other electronic means. Cornelius takes such commercially reasonable measures as it deems appropriate to secure and protect communications and information transmitted to and from the Site. Nevertheless, we cannot and do not guarantee that any such transmissions are or will be totally secure. You agree that we are not responsible, or liable, for any such unauthorized third party access.
USERNAMES, PASSWORDS AND SECURITY
Certain features or services offered on or through the Site may require you to register with Cornelius and/or its partners. Upon registration, you will receive a username and password. You are solely responsible for maintaining the confidentiality of any information about you, including any username and any password used in connection with your use of the Site, and for ensuring that the password is utilized only by you or your authorized representatives. You agree to notify us immediately if you discover loss or access to your username, password, or other account information by another party not under your control and supervision so that the compromised username and/or password can be deactivated, and, if requested, a new one assigned. We shall endeavor to complete all deactivation requests within 48 hours of their receipt in writing from you or your authorized representative. We do not monitor, and will not be liable for any loss, claim, damage or other liability that may arise from the unauthorized use of your username or password. You may be held liable for losses incurred by Cornelius or any other user of or visitor to the Site due to someone else using your username, password or account as a result of your failing to keep your account information secure and confidential.
CONTENT AND PROPRIETARY RIGHTS
You understand and agree that we own, or (where applicable) we have licensed from third parties, all right, title, and interest in and to the Site and all of the Content, including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Site. You acknowledge and agree that the Content constitutes valuable proprietary information that is protected by applicable trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws and treaties of the United States and other countries, and that all such rights are the property of Cornelius or its licensors and content providers. You also understand and agree that you acquire no ownership interest by accessing or using the Site or the Content.
The Cornelius and Cornelius DMS logos and other trademarks on the Site are owned by, licensed to, or, where required, used with permission, by Cornelius. You may use the Cornelius DMS logo on your web site solely to link to the home page of the Site located at www.CorneliusDMS.com, but you may not use the Cornelius or Cornelius DMS logos in any way that suggests that you or your business are associated with, sponsored by or affiliated with Cornelius. You may not use, reproduce, copy, download, or manipulate the Cornelius or Cornelius DMS logos and trademarks, of any other trademarks appearing on the Site, in any other manner without the prior, written approval of Cornelius or other applicable trademark owner.
You represent and agree that all information that you provide to us in connection with your access to and use of the Site is true, accurate, and complete to the best of your knowledge and belief. By making a Submission, you represent that you have all requisite rights to, and are authorized to disclose, all of the information contained in the Submission. You are fully responsible for any Submission you make and for the legality, reliability, appropriateness, and originality thereof.
HYPERLINKS; NO ENDORSEMENTS
The Site may contain hyperlinks to other web sites which are not maintained by Cornelius (each, a “Linked Site”), including hyperlinks allowing for single sign in to this Site and to Linked Sites. These Linked Sites are provided as a convenience to our users. We are not responsible for any of the content of Linked Sites and we make no representations whatsoever concerning the content or accuracy of, opinions expressed in, or other links provided by Linked Sites. The terms of service and privacy policies applicable to Linked Sites may be different from those applicable to our Site. You will need to make your own independent judgment regarding your interaction with Linked Sites. If you decide to access any Linked Sites, you do so entirely at your own risk, and Cornelius will have no liability for any loss or damage arising from your access or use of any Linked Site. Since Cornelius is not responsible for the availability of these Linked Sites, or their contents, you should direct any concerns regarding a Linked Site to the administrator of that web site. You agree that you will bring no suit or claim against us arising from or based upon any such use of Linked Sites.
PURCHASE OF GOODS
Cornelius does not sell any goods through the Site. However, if you are a subscriber to certain Cornelius DMS or other services, such services may involve facilitation of certain of your product orders placed with and fulfilled by certain suppliers, including Cornelius, Cornelius affiliates, and third-party suppliers (the “Supplier(s)”). YOU ACKNOWLEDGE AND AGREE THAT ANY SUCH PURCHASES OF GOODS WILL BE SUBJECT TO AND EXCLUSIVELY GOVERNED BY SUCH SUPPLIERS’ TERMS AND CONDITIONS OF SALE, AND THAT ANY PURCHASE OF GOODS FROM SUPPLIERS ARE ENTIRELY AT YOUR OWN RISK.
TERMINATION OF ACCESS
NOTICES AND PROCEDURES FOR MAKING CLAIM OF COPYRIGHT INFRINGEMENT
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to the website’s designated agent. ALL INQUIRIES NOT RELEVANT TO OR NOT COMPLYING WITH THE FOLLOWING PROCEDURE WILL RECEIVE NO RESPONSE.
Cornelius respects the intellectual property of others, and we ask our users and visitors to do the same. Cornelius will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws. Upon receipt of notices complying with the DMCA, Cornelius will act to remove or disable access to any material found to be infringing or found to be the subject of infringing activity and will act to remove or disable access to any reference or link to material or activity that is found to be infringing.
If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Cornelius the following information. Please be advised that to be effective, the Notification must include ALL of the following:
· a physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive copyright that is allegedly infringed;
· a description of the copyrighted work that you claim has been infringed;
· a description of where the material that you claim is infringing is located on the Site;
· your address, telephone number, and email address and all other information reasonably sufficient to permit Cornelius to contact you;
· a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
· a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Notices of claimed copyright infringement should be directed to:
Attn: General Counsel
181 West Madison St., 26th Floor
Chicago, IL, 60602
By Email: DMS@MarmonFoodService.com (Please include "Notice of Copyright Infringement" in the subject line.)
IMPORTANT NOTE: THE PRECEDING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING CORNELIUS THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, SUCH AS PRODUCT OR SERVICE RELATED QUESTIONS AND REQUESTS, OR QUESTIONS ON PRIVACY, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS.
THE USE OF THIS SITE BY YOU AND/OR YOUR COMPANY IS AT YOUR AND ITS SOLE RISK. ACCORDINGLY, THE SITE AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. CORNELIUS, ITS PARENTS, SUBSIDIARIES, AFFILIATES AND CONTENT PROVIDERS DO NOT WARRANT OR PROMISE THAT: (i) THE CONTENT OR ANY INFORMATION, SERVICE OR MERCHANDISE PROVIDED THROUGH THIS SITE OR ANY THIRD PARTY WEB SITE ARE OR WILL BE ACCURATE, CURRENT, COMPLETE, RELIABLE, OR OF ANY PARTICULAR VALUE OR QUALITY; (ii) THE USE OF THIS SITE OR ANY THIRD PARTY WEB SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SITE WILL MEET YOUR REQUIREMENTS; (iii) THE USE OF THIS SITE OR ANY SUCH THIRD PARTY WEB SITE WILL ALLOW YOU TO OBTAIN ANY PARTICULAR RESULTS WHATSOEVER; (iv) THE USE OF THIS SITE WILL NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS; (v) ANY DEFECTS IN THE SITE OR IN THE CONTENT WILL BE CORRECTED; (vi) THE SITE AND THE CONTENT ARE FREE OF VIRUSES OR OTHER DISABLING DEVICES OR HARMFUL COMPONENTS (AND IF YOUR USE OF THE SITE RESULTS IN THE NEED FOR SERVICING OR REPLACING EQUIPMENT OR DATA, CORNELIUS IS NOT RESPONSIBLE FOR THOSE COSTS); (vi) CONTENT PROVIDED ON THE SITE IS APPLICABLE OR APPROPRIATE FOR USE IN LOCATIONS OUTSIDE THE UNITED STATES; OR (viii) ANY PORTIONS OR VERSIONS OF THE SITE THAT CORNELIUS IN ITS DISCRETION HAS TRANSLATED INTO ANY LANGUAGE OTHER THAN ENGLISH ARE COMPLETE AND ACCURATE. ALL INFORMATION PROVIDED ON THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. CORNELIUS DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CORNELIUS DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SITE AND/OR ANY OTHER CORNELIUS SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LINKED SITES. DISCONTINUATION OF USE OF THIS SITE AND THE CONTENT IS YOUR SOLE RIGHT AND REMEDY FOR ANY DISSATISFACTION WITH THE SITE OR ANY OF THE CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.
The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, communications network failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.
LIMITATION OF LIABILITY
EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENT WILL CORNELIUS, ITS PARENTS, SUBSIDIARIES, AFFILIATES OR CONTENT PROVIDERS, OR THEIR RESPECTIVE CONTRACTORS, SUPPLIERS, CONTENT PROVIDERS, AND OTHER SIMILAR ENTITIES, AND THE OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AND AGENTS OF EACH OF THE FOREGOING (COLLECTIVELY, “REPRESENTATIVES”), BE LIABLE TO YOU, YOUR COMPANY, OR ANY THIRD PARTY FOR ANY (i) THIRD PARTY CLAIMS, OR (ii) INDIRECT, EXEMPLARY, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR OTHER DAMAGES, EXPENSES OR COSTS OF ANY TYPE OR NATURE (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, LOSS OF GOODWILL, LOSS OF OR DAMAGE TO PROPERTY, LOSS OF USE, BUSINESS INTERRUPTION, AND CLAIMS OF THIRD PARTIES) UNDER ANY THEORY OF TORT, CONTRACT, INDEMNITY, WARRANTY, STRICT LIABILITY OR NEGLIGENCE, OR OTHER LEGAL OR EQUITABLE THEORY, EVEN IF CORNELIUS OR ITS REPRESENTATIVES WERE ADVISED, KNEW, OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR COSTS.
IN NO EVENT SHALL ANY CORNELIUS AGENT OR AFFILIATE HAVE ANY LIABILITY OR RESPONSIBILITY RELATED TO ANY TRANSACTION BETWEEN YOU AND CORNELIUS.
GOVERNING LAW AND DISPUTE RESOLUTION
WAIVER OF JURY TRIAL
You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.
The relationship between you and Cornelius is and shall be one of independent contractors. Nothing herein shall authorize, or be interpreted as authorizing, either party to bind the other, to incur any liability on behalf of the other, or to act as an agent for the other.
Last Updated on December 19, 2019