By accessing or using the Website, you (the “User”) represent and warrant that you have the right, authority, and capacity to enter into this Agreement, you will abide by these Terms, and that you have read, understand, and agree to be bound by these Terms, and by the terms of KeHE’s Privacy Notice. These Terms apply to anyone who accesses or uses the Website, whether or not you have registered for an account with KeHE. By using the Website you agree you accept the terms and conditions of the Terms and Privacy Notice, including any dispute resolution, arbitration, limitation of damages, and choice of law provisions.
Registering for a Website Account: In order to use or access certain features of the Website, you may be asked to register for a user account (a “Website Account”) and become a registered user of the Website (a “Registered User”). By becoming a Registered User, you agree to: (1) provide accurate, current, and complete information about yourself and/or the Registered User during the registration process; (2) maintain and promptly update such information to keep it accurate, current, and complete; (3) maintain the security of your password and login information, and that you will not disclose your password or login information to any third party; (4) accept full responsibility for all use of any Website Account you register, and for any actions that arise from or take place using your Website Account, whether or not you have authorized such actions or use; and (5) immediately notify KeHE of any unauthorized use of your Website Account. Failure to abide by this Agreement constitutes a breach of these Terms, which may result in immediate termination of your Website Account.
Your Website Account Information: You may not select or use a Website Account name, handle, or login that: (1) is comprised of or includes the name of another person with the intent to impersonate that person; (2) is subject to any rights of a person other than you without appropriate authorization; (3) suggests a false association between you and KeHE; or (4) that, in KeHE’s sole discretion, is offensive, vulgar, or obscene. KeHE reserves the right to refuse registration of a Website Account, or cancel any account name, in its sole discretion.
KeHE’s Termination of Access to the Website: KeHE maintains the right to suspend or disable your access to the Website and any Website Account you may have created, or terminate these Terms, at its sole discretion and without prior notice to you if you breach the Terms, or if KeHE otherwise determines such action is warranted. KeHE reserves the right to revoke your access to and use of the Website at any time, with or without cause, whether or not you have established a Website Account or are a Registered User.
The Cancellation of Your Website Account or Use of the Website: You may cancel your Website Account or your access to the Website at any time by contacting KeHE using the information below. Upon cancellation of your Website Account, KeHE may: (1) retain your information and content indefinitely; (2) continue to use your information for research purposes indefinitely; and (3) retain, use, and continue to show information about your use of the Website.
The Website allows users to place orders for products. All orders are subject to the KeHE Return Credit Policy to Non-Self-Service accounts. Users may be required to submit a credit application and agreement. To place an order online, you must be logged in to your Website Account. If you are paying by credit card, you must fill out your credit card information. Please note that your credit card is not stored or obtained by KeHE. Rather, your credit card data and related information is transferred to a third party credit processor who processes your payment. No credit card information is stored by KeHE.
All orders are subject to KeHE’s shipping policies which are found throughout the Website including those relating to handling fees, cooler box charges, shipping and freight and international shipping.
Sale. Products on the Website must be purchased exclusively for resale. No purchase order may be cancelled or modified without the prior written approval of KeHE. User shall have no right to return any goods expect with the express authorization of KeHE, which is at KeHE’s sole discretion, but in no event more than ninety (90) days after the order date.
Payment. The User agrees to make payment to KeHE without deductions or set-off of any kind in accordance with the terms set forth in the terms or the invoices prepared by KeHE. Any claims with respect to pricing, allowances or discounts must be made within seventy two (72) hours of the date of order or product shipment, otherwise User will be deemed to have accepted the goods and waive any rights to reject them. Deductions from invoices for damage or shortage on shipment will not be accepted without supporting carrier documentation. A one percent (1%) monthly service charge may be applied to any invoice that is not paid within terms. The User agrees to pay all reasonable collection costs, including but not limited to attorneys’ fees.
Warranties. KEHE MAKES NO EXPRESS OR IMPLIED WARRANTIES IN CONNECTION WITH THE SALE OF THE PRODUCTS, INCLUDING ANY EXPRESS OR IMPLIED WARRANTY OR MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE NOR ANY WARRANTY FOR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY.
All pricing related to purchase, offer for sale, marketing and advertising of products, any promotions, discounts, or specials offered by KeHE are strictly confidential and cannot be shared with any third party, including without limitation other KeHE customers or KeHE competitors. You agree to hold all such information in strict confidence and not disclose it to any third party without the prior written consent of KeHE.
Content Definitions
There are various types of content involved in providing and operating the Website. Throughout the remainder of these Terms, we will use the term “Content” to mean all text, links, graphics, images, photos, music, software, audio, video, information, software, copyrights, trademarks, trade dress, and other materials and intellectual properties comprising or included within the Website. “Company Content” means Content that KeHE makes available to you through the Website, including Content owned by KeHE or licensed to KeHE from a third party.
Content Ownership
All Company Content is owned by KeHE or its third party licensing partners. The Website and the Company Content are protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in these Terms, KeHE and its licensors exclusively own all right, title and interest in and to the Website and the Company Content, including all associated Intellectual Property rights. You may not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website or the Company Content.
KeHE is not the publisher or speaker of any information on the Website provided by third party content providers, and KeHE is not liable for any claims related to such information. Any mention in the Website of products or websites provided by third parties is for informational purposes only and constitutes neither an endorsement nor a recommendation by KeHE. KeHE assumes no responsibility for those products or services.
KeHE and its licensors and partners own all rights, titles, and interests in and to the Website, and all related intellectual property rights, including all registered and unregistered trademarks, trade dress, graphics, logos, designs, page headers, button icons, scripts, service names, software code, inventions, copyrights, and copyrightable works, and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Website (collectively, the “Company IP”). The Company IP may not be used in connection with any product or service in any manner that is likely to cause confusion or otherwise violate the rights granted to us in the Company IP, including use of any the Company IP as part of third-party trademarks, trade dress, and/or as part of domain names, email addresses, account names or handles, or other digital properties.
KeHE’s License to You
Subject to your compliance with these Terms, KeHE grants you, to the extent, it is able to do so, a limited, non-exclusive, non-transferable, non-sublicensable license to access, view, download, print, and otherwise use the Website as intended.
You may not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Website or Collective Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise except for the licenses and rights expressly granted in these Terms. Any use of the Website other than as specifically authorized herein, without the prior written permission of KeHE, is strictly prohibited and will immediately terminate the license granted herein. Such unauthorized use may also violate applicable laws including copyright and trademark laws and applicable communications regulations and statutes. This license is revocable by KeHE at any time without notice and with or without cause.
As part of your use of the Website, you may be asked to elect to receive certain email notifications from KeHE and its partners. These messages may include product updates and other promotions. Your election to receive such messages represents your express written consent to receiving emails from KeHE related to the Website. You may opt-out of receiving certain notifications in association with the Website by completing the opt-out process provided to you with each email message. By opting-out of receiving notifications, you understand that we may not be able to communicate important information to you. Please note we may still contact you regarding certain important Website announcements or notifications even if you have opted-out from other messages.
You consent to receive from KeHE all communications, including notices, agreements, legally required disclosures or other information in connection with the Website (collectively, “Notices”) electronically. KeHE may provide such Notices by posting them on or within the Website, by electronic mail to your email address on record in KeHE account information, or by written communication sent by first class mail or pre-paid post to your address on record. You agree that we may communicate with you regarding KeHE and other entities by electronic means to your mobile device and that certain information about your usage of the Website may be communicated to us. In the event you change or deactivate your mobile device, you agree to promptly update your information to ensure that your messages are not sent to the person that acquires your old device.
KeHE may change, suspend or discontinue the Website for any reason, at any time, including the availability of any Website, features, or Content, without notice to you. KeHE may also impose limits on certain services, features, or Content, or restrict your access to parts or all of the Website with or without notice to you.
KeHE may also terminate or suspend your use of or access to the Website at any time, immediately, without notice, and without refund, for any violation of these Terms, in our sole and absolute discretion. Upon such termination or suspension, you must immediately cease accessing or using the Website, and agree not to access, re-download, re-register or otherwise make use of, or attempt to use, the Website.
You agree to comply fully with all U.S. and foreign export laws and regulations to ensure that neither the Website, nor any technical data related thereto, nor any direct product thereof, is exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations. By using the Website, you represent and warrant that: (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
The Website is controlled and operated by KeHE from within the United States. KeHE makes no representations that materials contained within the Website is appropriate or available for use in other locations, and access to the Website from locations where such activity is illegal is prohibited. Those who choose to use the Website from other locations do so of their own initiative and are solely responsible for compliance with all applicable laws.
You shall indemnify and hold harmless KeHE its subsidiaries, affiliates, successors or assigns and their respective directors, officers, shareholders, and employees against any and all loss, injury, death, damage, liability, claim, deficiency, action, judgment, interest, award, penalty, fine, cost or expense, including reasonable attorney and professional fees and costs, and the cost of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers arising out of or related to the Website, use of the Website, violation of the Terms, or the infringement by you of any Intellectual Property, or violation of any right of any person or entity by you or any third party using your information, login, or password.p>
You acknowledge that KeHE has no control over, and no duty to take any action regarding: (1) which Users gain access to the Website; (2) what effects the Content or the Website may have on you; (3) how you may interpret or use the Content or the Website; or (4) what actions you may take as a result of having been exposed to the Content or the Website.
You release KeHE from all liability for you having acquired or not acquired Content through the Website. The Website may contain, or direct you to sites containing, information that some people may find offensive or inappropriate. KeHE makes no representations concerning any content contained in or accessed through the Website, and KeHE will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Website. KeHE makes no guarantee or warranty, express or implied, as to the reliability, accuracy, timeliness or completeness of that information and assumes no responsibility for any errors or omissions therein. KeHE cannot guarantee that you will obtain the results you seek or warrant that Website will be error-free. KeHE makes no representation or warranty of any kind with respect to the use of Website or the use or accuracy of the information on the Website.
USER ACCESSES THIS WEBSITE AT HIS OR HER OWN RISK. THE WEBSITE IS PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED, OR STATUTORY, AS TO THE DESCRIPTION, QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COMPLETENESS OF ANY WEBSITE PROVIDED HEREUNDER OR DESCRIBED HEREIN, OR AS TO ANY OTHER MATTER, ALL OF WHICH WARRANTIES BY KEHE ARE HEREBY DISCLAIMED. NEITHER KEHE NOR ANY PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, LICENSORS, EMPLOYEES OR AGENTS WARRANT THAT THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE AND NO WARRANTY IS MADE AS TO THE RESULTS TO BE OBTAINED FROM USE OF THE WEBSITE. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF KEHE, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. IN NO EVENT WILL KEHE OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS OR THIRD PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY CRIMINAL, TORTIOUS, OR NEGLIGENT ACTIONS OR OMISSIONS, OR ILLEGAL CONDUCT OF USERS OF THE WEBSITE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT TO THE EXTENT THAT ANY EXCLUSION OR LIMITATION OF ITS LIABILITY IS VOID, PROHIBITED OR UNENFORCEABLE BY APPLICABLE LAW, NEITHER KEHE NOR ITS AFFILIATES, EMPLOYEES, AGENTS OR THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON THIS WEBSITE, INCLUDING BUT NOT LIMITED TO, ANY LOST PROFITS, LOSS OF REVENUE, LOSS OF USE, LOSS OF OR DAMAGE TO DATA OR INFORMATION OF ANY KIND, DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OF USER, PERSONAL INJURY, OR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY OR INCIDENTAL DAMAGES (WHETHER THE CLAIM IS BASED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, STRICT LIABILITY, NEGLIGENCE, TORT OR OTHER LEGAL THEORY) ARISING OUT OF THIS AGREEMENT OR IN CONNECTION WITH USE OF THE WEBSITE OR CONTENT, OR FOR ANY DIRECT DAMAGES IN EXCESS OF $100 (IN THE AGGREGATE), EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
The “Disclaimer” and “Limitation of Liability” provisions of this Agreement are for the benefit of KeHE as defined herein, and each of these individuals or entities shall have the right to assert and enforce these provisions directly against you on its own behalf.
Entire Agreement
Unless you have entered into a separate written agreement with KeHE, the Terms, including the incorporated KeHE Privacy Notice and other policies, constitutes the entire agreement between Users of the Website and KeHE regarding Users’ use of and access to the Website. If you have entered into a Customer Agreement with KeHE, your Customer Agreement may govern your purchase if purchasing products on the Website as well. In the event of a conflict between these Terms and the terms of your Customer Agreement, the terms of your Customer Agreement shall control.
Waiver & Severability
The failure of KeHE to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.
Controlling Law & Jurisdiction
These Terms and any action related thereto will be governed by the laws of the State of Florida without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Website will be brought solely in the federal or state courts located in Florida, United States, and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient forum. Neither the United Nations Convention on Contracts for the International Sale of Goods nor any enactment of the Uniform Computer Information Transactions Act shall apply to this Agreement. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Website or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned. In any action or proceeding to enforce or interpret this Agreement, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys' fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.
Transfer & Assignment
This Agreement and the rights and obligations hereunder may not be assigned, in whole or in part, by you without the written consent of KeHE. KeHE may assign this Agreement upon ten (10) days prior written notice to you provided via email (if available) and by posting notice to the Website. These Terms shall be binding upon, and inure to the benefit of, the successors, representatives and permitted assigns of the parties hereto.
No Independent Contractor or Joint Venture
The parties shall be independent contractors under these Terms, and nothing herein will constitute either party as the employer, employee, agent or representative of the other party, or both parties as joint venturers or partners for any purpose.
KeHE may modify these Terms from time to time. The most current version of these Terms will govern your use of the Website and will be located at https://kehe-connect.s3.amazonaws.com/prod/public_common/managed-content/static_pages/TermsAndConditions.html. We will notify you of material changes to these Terms by posting a notice at the Website. By continuing to access or use the Website after those changes become effective, you agree to be bound by the revised Terms Of Use.
KeHE Distributors, LLC
1245 E. Diehl Rd., Suite 200
Naperville, IL
https://www.kehe.com/contact-us/