AGREEMENT BETWEEN USER AND BARILLA CANADA INC.

 

The Barilla Canada Inc. website (Barilla Website”), the home page of which is at www.barilla.ca is owned, operated, and maintained by Barilla Canada Inc., an Ontario corporation located in Markham, Ontario (“Barilla”). 

 

The following terms and conditions apply to all visitors to or users of (and all persons that the user represents) the Barilla Website. The terms of use contained herein form a contract between you and Barilla and applies to all users of the Barilla Website. In these terms of use, “you” or “your” means any person or entity using the Barilla Website, provided that if such person is under the age of legal majority, it also includes such person’s parent or guardian.

 

ACCEPTANCE OF TERMS
The Barilla Website and its related services are offered to you conditioned on your acceptance, without modification, of the terms, conditions, and notices contained herein. Your use of the Barilla Website, including placing orders to purchase products from Barilla, as available, constitutes your agreement to all such terms, conditions, and notices. Your use of a particular section of the Barilla Website may also be subject to additional terms as set forth in such section (“Additional Terms”).
 
In the event that any of the terms, conditions, and notices contained herein conflict with the Additional Terms or other terms and guidelines contained within any particular section of the Barilla Website or with any terms included with any product purchased from Barilla, then these terms shall control.

 

SITE LICENSE AND ACCESS
Barilla grants you a limited license to access and make personal use of the Barilla Website and not to download (other than page caching) or modify it, or any portion of it, except with the express written consent of Barilla. This license does not include any derivative use of this site or its contents or any use of data mining, robots, or similar data gathering and extraction tools.

You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Barilla its parent and/or its affiliates without express written consent of Barilla. You may not use any meta tags or any other "hidden text" utilizing Barilla’s name or trademarks without the express written consent of Barilla. Any unauthorized use terminates the permission or license granted by Barilla.

You may not create a link to the Barilla Website without express written permission of Barilla.  If permission is granted, such permission will consist of a limited, revocable, and nonexclusive right to create a hyperlink to the home page of the Barilla Website so long as the link does not portray Barilla, its parent, its affiliates, or their content, products, or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any Barilla logo or other proprietary graphic or trademark as part of the link without express written permission of Barilla.

 

NO UNLAWFUL OR PROHIBITED USE
As a condition of your use of the Barilla Website, you will not use the Barilla Website for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Barilla Website in any manner which could damage, disable, overburden, or impair the Barilla Website (or the network(s) connected to the Barilla Website) or interfere with any other party's use and enjoyment of the Barilla Website. You may not attempt to gain unauthorized access to the Barilla Website, other accounts, computer systems or networks connected to the Barilla Website, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Barilla Website.

 

PERSONAL AND NON-COMMERCIAL USE LIMITATION
Unless otherwise specified, the Barilla Website is for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Barilla Website.  Where this provision, and only this provision unless stated otherwise herein, conflicts with an agreement between Barilla and Barilla’s business partners and customers (“Business Agreement”), the Business Agreement shall control.

 

MODIFICATION OF THESE TERMS OF USE
Barilla reserves the right to change the terms, conditions, and notices concerning use of the Barilla Website without notice.  You are responsible for regularly reviewing these terms and conditions and Additional Terms posted on other sections of the Barilla Website. Your continued use of the Barilla Website constitutes your agreement to all such terms, conditions, and notices.

 

TERMINATION/ACCESS RESTRICTION
Barilla reserves the right, in its sole discretion, to terminate or limit your access to any or all of the Barilla Website or any portion thereof at any time, without notice.

You must be at least 18 years of age to transact any business with Barilla or to submit any Personal Information to Barilla.  As such, if you transact or attempt to transact any business with Barilla or submit or attempt to submit any Personal Information to Barilla, YOU AFFIRMATIVELY REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OF AGE (OR THE AGE OF LEGAL MAJORITY IN THE JURISDICTION IN WHICH YOU ARE LOCATED, IF DIFFERENT) AND THAT YOU POSSESS THE LEGAL RIGHT TO USE THE BARILLA WEBSITE IN ACCORDANCE WITH THE STATED TERMS AND USAGE POLICIES. You hereby agree to supervise usage by, and be responsible for the actions of, any minors who use your computer and/or account(s) to access the Barilla Website.

 

MATERIALS PROVIDED TO BARILLA 
If you submit any feedback, suggestions, recipes or other communications (each a "Submission" and collectively "Submissions") to the Barilla Website or to Barilla, you are granting Barilla, its parent and its affiliated companies and its designees and sub licensees permission to use your Submission in connection with the operation of their businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.  No compensation will be paid with respect to the use of your Submission, as provided herein. Barilla is under no obligation to post or use any Submission you may provide and Barilla may remove any Submission at any time in its sole discretion.

 

You acknowledge and agree that by providing Barilla with any personal information through the Barilla Website, you consent to the transmission of such personal or proprietary information over international borders as necessary for processing in accordance with Barilla’ standard business practices and in accordance with the provisions of Barilla’s Privacy Policy 

 

TRADEMARKS
All trademarks and trade dress that appear on the Barilla Website (“Trademarks”) are trademarks/trade dress or registered trademarks/trade dress of Barilla (unless indicated otherwise) or its subsidiaries, its parent or affiliated companies, in Canada and other countries. 

The Trademarks are valuable assets of Barilla and carry considerable goodwill and consumer acceptance of the goods and services sold under the Trademarks.  Such goodwill has made the Trademarks distinctive to Barilla and, as such, may only by used by Barilla or other authorized persons or entities for the benefit of Barilla and only in connection with the products and services authorized by Barilla.  Any unauthorized use of the Trademarks and/or any use of a mark or symbol that is likely to cause confusion among consumers or in any manner that disparages or discredits Barilla, its parent, its affiliates, subsidiaries or parent companies is strictly prohibited. 

You may not use any of the Trademarks in any manner without the prior written consent of Barilla.  Any unauthorized use is expressly prohibited by law and violators will be prosecuted to the maximum extent possible according to applicable law, without notice.

 

COPYRIGHT
All content that is made available to view and/or download in connection with the Barilla Website, including but not limited to HTML code, scripts, text, graphics, logos, button icons, images, audio clips, video, digital downloads, data compilations, (“Content”) and software (“Software”), is owned or licensed by and is the copyrighted work of Barilla, its parent, its affiliates and/or its suppliers and is protected by Canadian and United States copyright laws and international treaty provisions. The compilation of all content on the Barilla Website is the exclusive property of Barilla its parent and/or its affiliates and is protected by Canadian and United States copyright laws and international treaty provisions.  All Software used on this site is the property of Barilla, its parent, its affiliates and/or its software suppliers and is protected by Canadian copyright laws and international treaty provisions.

 

Any reproduction or redistribution of the Content and/or Software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE CONTENT OR SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.

 

NOTICES AND PROCEDURES FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT

Notifications of claimed copyright infringement should be sent to Gino Rulli, Barilla Canada Inc., 15 Allstate Parkway, Markham, Ontario, L3R 5B4.

 

MEMBER ACCOUNT, PASSWORD, AND SECURITY
Certain customers and partners of Barilla may receive a password from Barilla to access certain information on the Barilla Website. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account.  You agree to notify Barilla immediately of any unauthorized use of your account or any other breach of security.  Barilla will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge.  However, you could be held liable for losses incurred by Barilla or another party due to someone else using your account or password.  You may not use anyone else's account at any time without the permission of the account holder and Barilla.

 

LINKS TO THIRD PARTY SITES
The Barilla Website may contain links to third party websites ("Linked Sites"). The Linked Sites are not under the control of Barilla and Barilla is not responsible or liable for any Linked Sites or any content, advertising, products, or other materials on or available from such Linked Sites, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site.  Barilla is not responsible for webcasting or any other form of transmission received from any Linked Site nor is Barilla responsible if the Linked Site is not working appropriately.  Barilla is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Barilla of the site or any association with its operators. You are responsible for viewing, being aware of and abiding by the privacy statements and terms of use posted at the Linked Sites.

 

Any dealings by you with third parties (including advertisers) included within the Barilla Website or participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party.  Barilla shall not be responsible or liable for any part of any such dealings or promotions.

 

RISK OF LOSS FOR PURCHASES
All promotional items purchased from Barilla, either through the Barilla Website or by other means, are made pursuant to a shipment contract.  Delivery of goods shall be the responsibility of the carriers selected by Barilla.  However, in the event that any goods shipped to you are damaged or lost, Barilla shall issue you a prompt refund for the full amount of the goods damaged or lost.  Barilla’s liability is limited to the amount of the damaged or lost goods ordered and, therefore, does not extend to cover any direct, indirect, incidental or consequential damages resulting from the damage or loss of the goods.  Please see DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY below for further information.  All inquiries regarding damaged or lost goods should be directed to our Customer Service department. 

 

PRODUCT WARRANTY INFORMATION
Parties other than Barilla manufacture certain products offered on the Barilla Website.  The third party manufactured products often carry warranties from their manufacturer.  Please check with the manufacturer of the product for complete details regarding any warranty the product may be covered under.  Please see DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY below for further information. 

 

PRIVACY AND PROTECTION OF PERSONAL INFORMATION
See the Privacy Policy  for disclosures relating to the collection and use of your personal information.

 

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
THE INFORMATION, SOFTWARE, AND PRODUCTS INCLUDED IN OR AVAILABLE THROUGH THE BARILLA WEBSITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE BARILLA WEBSITE AND TO THE INFORMATION THEREIN. BARILLA MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE BARILLA WEBSITE AT ANY TIME.
 
BARILLA, ITS PARENT, its affiliateS AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS CONTAINED WITHIN THE BARILLA WEBSITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. BARILLA, ITS PARENT, its affiliateS AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE AND NON-INFRINGEMENT.
 
YOU SPECIFICALLY AGREE THAT neither BARILLA NOR its Parent or its affiliateS SHALL BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THE BARILLA WEBSITE. YOU SPECIFICALLY AGREE THAT BARILLA, ITS PARENT AND its affiliateS ARE NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT BARILLA, ITS PARENT AND its affiliates ARE NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN THE BARILLA WEBSITE BY ANY THIRD PARTY.
 
IN NO EVENT SHALL BARILLA, ITS PARENT, its affiliates AND/OR ITS SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE BARILLA WEBSITE, WITH THE DELAY OR INABILITY TO USE THE BARILLA WEBSITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS OBTAINED THROUGH THE BARILLA WEBSITE, OR OTHERWISE ARISING OUT OF THE USE OF THE BARILLA WEBSITE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF BARILLA OR ANY OF ITS SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR DIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU TO THE EXTENT PROHIBITED. IN ANY EVENT, BARILLA ITS PARENT AND its affiliates’ LIABILITY TO YOU WILL NOT EXCEED THE AMOUNT PAID BY YOU TO BARILLA TO ACCESS THE BARILLA WEBSITE IN THE TWELVE (12) MONTHS PRIOR TO THE ACCRUAL OF A CLAIM BY YOU AGAINST BARILLA OR its PARENT OR ITS affiliate companies.  IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE BARILLA WEBSITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE BARILLA WEBSITE.

 

INDEMNIFICATION
You agree to indemnify and hold Barilla, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim, demand, or damage, including reasonable attorneys' fees, asserted by any third party due to or arising out of your use of the Barilla Website and/or any information (text or graphical), software, or products obtained through the Barilla Website and/or from Barilla.

 

APPLICABLE LAW
All disputes against Barilla, including but not limited to disputes as to this Terms of Use; the site license; site access restriction and/or termination;  Barilla’s trademarks, copyrights, patents, trade secrets, trade dress and other intellectual property disputes; member accounts; privacy; and disclaimer of warranties shall be governed by and construed in accordance with the laws of the Province of Ontario, and the laws of Canada, without giving effect to any principles of conflicts of law and shall be submitted to a  provincial or federal court in the Province of Ontario, including but not limited to the courts located in Toronto, Ontario, Canada, and you irrevocably consent to exclusive jurisdiction and venue in such courts.  The language of any proceeding arising under the terms contained herein shall be in English. Use of the Barilla Website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this Applicable Law section.

 

SEVERABILITY
If any part of this agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the agreement shall continue in effect.

 

LANGUAGE

You acknowledge and agree the terms contained herein and all communications and documents relating hereto be expressed in the English language. Les parties aux présentes qui sont résidents au Canada ont exigé que ce contrat d'utilisation ainsi que tous les communications et documents s'y rattachant soient exprimés dans la langue anglaise. You further acknowledge and agree that all communications and documents between you and Barilla with respect to your use of the Barilla Website may take place electronically and that all such electronic notices, agreements, and other communications from Barilla shall be the legal equivalent of written communications.
 

ENTIRE AGREEMENT
Unless otherwise specified herein, this agreement constitutes the entire agreement between the user and Barilla with respect to the Barilla Website and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and Barilla with respect to the Barilla Website.

 

ELECTRONIC RECORDS AND COMMUNICATIONS
A printed version of this agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

 

CUSTOMER SERVICE
If you have any questions, comments, or concerns, please contact our customer service department, without charge, via e-mail or by telephone at [1-800-922-7455].