AGREEMENT OF TERMS OF USE

THIS AGREEMENT OF TERMS OF USE is made as of this day, by and between Giardino Gourmet Salads, its subsidiaries and affiliates (collectively, “Giardino”) and you. This Agreement of Terms of Use (the “Terms of Use”) sets forth the terms and conditions that apply to your access and use of the Internet websites owned and/or operated by or on behalf of Giardino. If you do not agree with the Terms of Use, please do not use this website. Use of this website shall mean that you have agreed to the Terms of Use.

Your Right to Access and Use the Giardino Websites

The right to access and use the Giardino Websites is personal to you. You are only entitled to access and use the Giardino Websites only for lawful purposes.

By accessing and using any of the Giardino Websites (other than to read this Agreement), you agree to comply with all the terms and conditions of the Terms of Use, and all other agreements applicable to your use of the Giardino Websites.

Any action by you that, as determined by Giardino, in its sole discretion, restricts, inhibits or prevents you or any other user from accessing, using or enjoying the Giardino Websites shall not be permitted, and may result in your loss of the right to access and use the Giardino Websites.

Intellectual Property Rights

Images displayed on the Giardino Websites are either the property of, or used with permission by, Giardino the use of these images by you, or anyone else, is prohibited. Any unauthorized us of the images may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations statutes.

The trademarks, logos, and service marks (collectively the “Trademarks”) displayed on any of the Giardino Websites, including, without limitation, the names “Giardino” and “Giardino Gourmet Salads,” and Nutritional Empowerment, and the respective logos and trade dress are registered and unregistered Trademarks of Giardino or its rightful owners. Nothing contained on the Giardino Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark Displayed on the Giardino Websites without the written permission of Giardino or such third-party owners of the Trademarks. Your use of the Trademarks in violation of these Terms of Use or misuse of the Trademarks displayed on any of the Giardino Websites, or any other content on any of the Giardino Websites, except as provided in the Terms of Use, is strictly prohibited. You are also advised Giardino will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution.

The data and content contained and viewed on any of the Giardino Websites (collectively, the “Content”) are copyrighted by Giardino, which also own a copyright of a collective work in the selection, coordination, arrangement and enhancement of the Content.

Without the prior written consent of Giardino, you may not print, download or otherwise use the content.

Except as otherwise permitted under the copyright laws of the United States, no other copying, distribution, redistribution, transmission, publication or use other than the permission of Giardino or its licensors.

You shall be solely responsible for any damage resulting from your infringement of Giardino Intellectual property, or any other harm incurred by Giardino as a direct or indirect result of your copying, distributing, redistributing, transmitting, publication or use for purposes other than personal, non-commercial use of the Trademarks or the Content that is contrary to the terms and conditions of the Terms of Use.

No Representations or Warranties Regarding Content

THE CONTENT IS BEING PROVIDED TO YOU ON AN “AS-IS” BASIS. GIARDINO DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR GUARANTEED, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, CORRECTNESS, OR COMPLETENESS OF THE CONTENT, NOR THE SAFETY, RELIABILITY, TITLE, MERCHANTABILITY, CONFORMITY OR FITNESS OR A PARTICULAR PURPOSE OF THE CONTENT. GIARDINO MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT AY CONTENT AVAILABLE FOR DOWNLOADING FROM ANY OF THE GIARDINO WEBSITES IS FREE OF INFECTION FROM ANY VIRUSES, WORMS, TROJAN HORSES, RAP DOORS, BACK DOORS, EASTER EGGS, TIME BOMBS CANCELBOTS OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, DETRIMENTALLY INTERFERE WITH, PURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.

Links to Third Party Sites

The Giardino Websites may contain links to third party Internet websites (“Linked Sites”). The Linked Sites are not under the control of Giardino and Giardino is not responsible for the content of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. Giardino is not responsible for webcasting or any other form of transmission received from any Linked Site, nor is Giardino responsible if the Linked Site is not working appropriately. Giardino is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Giardino of the Linked Site or an association with its operators. You are responsible for viewing and abiding by the privacy statements and terms of use posted at the Linked Sites.

Equipment and Related costs

You are responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed to access and use the Giardino Websites, and all costs and fees associated with Internet access or long distance charges incurred with regard to your access and use of any of the Giardino Websites.

Limitation on Giardino’s Liability

GIARDINO SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TOT (INCLUDING NEGLIGENCE) OR OTHERWISE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF PROFIT. REVENUE OR BUSINESS AS A RESULT OF:
• YOUR ACCESS AND USE OF ANY OF THE GIARDINO WEBSITES.
• YOUR DOWNLOADING OF ANY CONTENT.
• YOUR ACCESS AND USE OF ANY OF THE GIARDINO WEBSITES IN
VIOLATION OF THE TERMS OF USE.

Indemnification

You shall defend, indemnify and hold harmless Giardino, its subsidiaries and affiliates and each of its respective officers, directors, shareholders, employees, independent contractors, agents, representatives and affiliates from and against all claims and expenses, including attorneys’ fees, arising out of, or attributable to: (i) any breach or violation of the Terms of Use by you; and (ii) an access or use of any of the Giardino Websites in violation of the Terms of Use.

Third Party Rights

The Terms of Use is for the benefit of Giardino, its subsidiaries, affiliates, and third party licensors, each of which shall have the right to enforce and assert the terms and conditions of this Agreement directly against you on its behalf.

Amendments

Giardino reserves the right to amend the Terms of Use at any time in its sole discretion and without notice. Changes, revisions or deletions with regard to the Terms of Use hall be effective immediately upon its inclusion in, or deletion from, the Terms of Use and the posting of the same in the Terms of use on the applicable Giardino Websites.

You are encouraged to revisit the Terms of Use from time to time to review any changes that have been made. Your continued access and use of the Giardino Websites following the posting of any such changes shall automatically be deemed your acceptance of the same.

Remedies

You acknowledge that Giardino may be irreparably damaged if the Terms of Use are not specifically enforced, and damages at law would be an inadequate remedy. Therefore, in the event of breach or threatened breach of any provision of the Terms of Use by you, Giardino shall be entitled, in addition to all rights and remedies available at law, in equity or under the terms of the Agreement, to an injunction restraining such breach or threatened breach, without being required to show any actual damage or to post an injunction bond, an/or to a decree for specific performance of the provisions of the Terms of use.

You agree that exclusive venue for any suit arising under the Terms of Use shall be Miami- Dade County, Florida, the Southern District of Florida, as appropriate. You consent to the jurisdiction of such court and waive any objection to the setting of the venue of any such action or proceeding in such court. You agree that service of any court paper may be effected on such party by mail or in such court. You agree that service of any court paper may be effected on such party by mail or in such other manner as may be provided under applicable laws, rules of procedure or local rules.

Miscellaneous

The Terms of Use shall be construed and enforced under and in accordance with the laws of the State of Florida, without regard to conflicts of laws principles.

If any portion of the Terms of Use is deemed unlawful, void or unenforceable by any court of competent jurisdiction, the Terms of Use as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of the Terms of Use that is unlawful, void or unenforceable shall be stricken from the Terms of Use.

The heading contained in the Terms of Use are for convenience of reference only, are not to be considered a part of the Terms of use, and shall not limit or otherwise affect in any way the meaning or interpretation of the Terms of Use.

All covenants, agreements, representations and warranties made in the Terms of Use, as may be amended by Giardino from time to time, shall survive your acceptance of the Terms of Use.

Privacy Policy

This policy is applicable to www.giardinosalads.com, and any other website operated by Giardino and certain of its service providers, subsidiaries and affiliates (“Service Providers”) on behalf of Giardino. In this policy, Giardino and Service Providers are referred to collectively as “we” or “our”. The purpose of this policy is to describe the types of information that we collect and the purposes for which we use the information, what rights you have regarding your personal information, and to whom and under what circumstances we disclose your personal information.

We are committed to respecting the privacy rights of our customers and all visitors to our website. The purpose of this Privacy Policy is to describe what types of personal information w collect from visitors to our website.

Our website does use a technology called “cookies”. A cookie is a small piece of text that you can agree to place on your computer’s hard drive, in most cases, you can set your web browser to prompt you when a cookie request is being made from a web page and you have the option to accept or not. If you accept or do not reject the cookie, then your browser adds the text in a small file. Accepting cookies in no way gives us access to your computer or any personal information about you. It is merely a method of storing information to improve your online experience. It will assist us in making you site visit easier and more productive. Technically, cookies are harmless, occupying just a few bytes on your hard drive, note that personal information is often contained in or linked to a cookie (such as email address, zip code, etc.). In general, we only collect personal information (which may include first and last name, home or other physical address, email address, and telephone number) when you voluntarily submit it to us.

At the Giardino Websites, our site may also gather information about which areas of our site receive the most visits and use visit history. We may also use web beacons to count page visits by our users, to access our cookies, and otherwise to improve your experience on our website. Some of the information we collect about your includes your geolocation, IP addresses, the type of operating system in use, the type of browser being used by the visitor, the number and frequency of visitors to BKC Websites, and the site the visitor was on immediately before visiting the Giardino Websites.

We only collect personal information, such as your first and last name, gender, birth date, home or other street address, e-mail address(es), home, work or mobile phone number (s), number of children in your household, frequency of visits to Giardino locations, credit card information, account number, and passwords(s) when you voluntarily submit it to us or voluntarily register as a user of a Giardino Website.

As a condition to using the Giardino Websites, we require your approval to collect this date. By visiting the Giardino Websites you agree that we may collect and use this information (1) to send marketing and other communication to our visitors; (2) to conduct internal reviews of our site (e.g., to determine the number of visitors to the site); (3) to help us better understand visitors’ use of our site; (4) to respond to specific requests from our visitors; (5) to provide any necessary notices to our visitors; (6) to conduct marketing research; and (7) to protect the security or integrity of our site. Non-personal information will be used for purposes of conducting internal reviews of the site and to provide an enhanced online experience for our visitors. If we change our privacy policy, we will post the changes on this page so you are always informed about what information we collect, how we use it, and under what circumstances we disclose it.

Giardino will transfer or otherwise disclose the information it collects from its site visitors to employees and independent contractors of Giardino, its subsidiaries, affiliates, franchisees, and Service Providers if the disclosure will enable that party to perform a business, professional, or technical support function for Giardino. Additionally, we reserve the right to disclose you personally identifiable information a required by law and when we believe that disclosure is necessary to protect our right and/or to comply with a judicial proceeding, court order, or legal process served on our website.

By visiting one of the Giardino Websites, you are agreeing to the terms and conditions of this Online Privacy Policy. Giardino may from time to time determine that changes to its Online Privacy Policy are necessary. Any such changes shall be posted to the Giardino Websites. Your continued use of such websites shall constitute your acceptance of the changed terms.

If you have questions regarding this website, please contact our webmaster for the Giardino Websites at info@giardinosalads.com, or you may write to Giardino at:

8000 SW 117th Avenue, PH-D
Miami, FL 33183

Effective: November 7, 2016