Terms and Conditions

Effective Date: November 30, 2016

These Terms are between a user (“you” or “your”) of any portion of the Bunzl Processor Distribution,LLC’s (“Bunzl”, “we”, “us” or “our”) website accessible at https://www.bunzlpd.com (“Site”) and Bunzl. Please read all of these Terms carefully before using our Site because it affects your legal rights and obligations. THIS AGREEMENT AND YOUR ACCEPTANCE You agree you have the legal right and capacity to enter into these Terms. You agree to these Terms by accessing or using any of our Sites. If you do not agree to be bound by all of these Terms, including our Privacy Notice incorporated herein by reference, you should not access or use the Site. THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION WHICH MAY BE ENFORCED BY THE PARTIES. This agreement requires the use of binding arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute.

USER OBLIGATIONS

Our Site is provided for your personal information and non-commercial use. You agree that you will comply with all laws, rules and regulations (e.g., federal, state, local and provincial) applicable to your use of our Site. You agree that you will not:
• Circumvent, disable or otherwise interfere with any security-related features of our Site or features that prevent or restrict use or copying of any Materials and User Submissions or enforce limitations on use of our Site and the Materials or User Submissions;
• Engage in any activity that interferes with or disrupts our Site (or the servers and networks which are connected to our Site), including by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature;
• Inject content or code or otherwise alter or interfere with the way any part of our Site is rendered or displayed in a user’s browser or device;
• Change, alter or modify any part of our Site for any reason;
• Use or launch any type of automated system, including without limitation, “robots,” “spiders,” “offline readers,” etc., that accesses our Site in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
• Frame or deep link into any of the Bunzl websites;
• Access (or attempt to access) any of our Site, including Materials and User Submissions, by any means other than through the interfaces that are provided by us; or
• Use our Site for any illegal or unauthorized purposes.

In order to access some features of our Site, you may have to create an account. When creating your account, you must provide true, current, accurate and complete information, and you must update your information as necessary to maintain its truth and accuracy. You are responsible for keeping your password secure and you are responsible for the activity that occurs on your account. You may be liable for our losses or the losses of others due to unauthorized use. If you become aware of or suspect any breach of security or unauthorized use of your password or of your account, you should notify us immediately at kochsupplies@bunzlusa.com or 816-448-4300. You may not (i) create an account for anyone other than yourself; (ii) use another user’s account without permission, or solicit, collect or use the login credentials of other users; or (iii) sell, transfer, license or assign your account, username, or any account rights.

SITE CONTENT AND INTELLECTUAL PROPERTY RIGHTS

Our Site contain text, software, images, photographs, graphics, audio, video, applications, user interfaces, visual interfaces, logos, designs, product names, and technical specifications (“Materials”) which are derived in whole or in part from information and Materials supplied by us and other sources, and are protected by copyright, trademark, patent, and other applicable laws. The entire content of our Site is copyrighted as a collective work under the United States Copyright Laws. Trademarks, logos, and service marks displayed in our Site are registered and unregistered trademarks of Bunzl, its subsidiaries and affiliated companies, its licensors or content providers, or other third parties. All of these trademarks, logos, and service marks are the property of their respective owners. Nothing in our Site shall be constructed as granting any license or right to use any trademark, logo, or service mark displayed without the owner’s prior written permission. The use of any such Materials on any other website or networked computer or environment without our express written consent is prohibited. Materials may not be copied, reproduced, republished, modified, uploaded, posted, transmitted or distributed in any way nor may they be decompiled, reverse engineered or disassembled, except that you may download one copy of the Material on any single computer for your personal, non-commercial use, provided you keep intact all copyright, trademark and other proprietary notices and make no change in or deletion of author attribution. This limited authorization is not a transfer of title in the Materials, and, by your use of our Site, you acknowledge that you do not acquire any license, ownership or other rights in or to the Materials.

USER SUBMISSIONS

Our Site may provide mechanism(s) for you to submit, post or display information and/or materials, such as text, information, works of authorship, links, and other communications, content or materials (collectively, “User Submissions”). Our Site may allow for a “live chat” feature. In that case, any communications that you have or content that you submit via the live chat feature will be considered a User Submission. By submitting to us your User Submission through the Site, electronic communications, or otherwise, you agree as follows:
• You agree that you will comply with all applicable laws, rules and regulations (e.g., federal, state, local and provincial).
• You may not submit abusive, obscene, threatening, harassing, defamatory, libelous, offensive, violent, nude, partially nude, discriminatory, unlawful, infringing, hateful, pornographic or sexually suggestive User Submissions via our Site, or User Submissions that encourage conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or are otherwise inappropriate.
• You may not post advertisements, solicitations or spam links to other websites or individuals without prior written permission from us.
• You may not defame, stalk, bully, abuse, harass, threaten, impersonate or intimidate people or entities.
• You may not make false or misleading statements.
• You may not submit private, confidential or sensitive information unless specifically requested by us (e.g., providing credit card information to complete a purchase transaction via our Site).

You retain all of your ownership rights in your User Submissions. Any information or material you send to us will be deemed not to be confidential or proprietary. By sending us a User Submission you automatically grant to us (or warrant that the owner of such information and material has expressly granted to us) a royalty-free, perpetual, irrevocable, unrestricted, right and license to use, reproduce, display, perform, modify, adapt, publish, translate, transmit and distribute, or otherwise make available to others such information and material (in whole or in part) worldwide for any purpose, and/or to incorporate it in other works and for any purpose and in any form, media, or technology now known or hereafter developed. You also agree that we are free to use any ideas, concepts, know-how, or techniques that you send to us for any purpose. You also acknowledge that the internet may be subject to breaches of security and that the submission of User Submissions or other information cannot be guaranteed to be secure. You and your agents are responsible for your User Submissions, including without limitation, any damages resulting from any infringement of copyright, patent, trademark, proprietary rights, or any other harm resulting from such a submission. We reserve the right to determine in our sole discretion whether User Submissions are appropriate and comply with these Terms for reasons including without limitation, excessive length. We may, but have no obligation to, at any time, without prior notice and in our sole discretion, remove, edit, block, and/or monitor User Submissions or terminate a user’s access for submitting such material in violation of these Terms. We may contact you regarding your Submission through any known electronic communication channel. If you have questions about our usage of a particular Submission, please contact us at kochsupplies@bunzlusa.com. When using our Site, you may be exposed to User Submissions submitted, posted or displayed by users from a variety of sources. We are not responsible for the accuracy, usefulness, safety, or intellectual property rights relating to such user-posted content. You agree to waive any legal or equitable rights or remedies you have or may have against us with respect to the User Submissions of others to the fullest extent permitted by law.

THIRD PARTY LINKS

We may provide hyperlinks to other independent third-party websites (“Linked Sites”) as a convenience to you. Use of any Linked Site will be governed by the privacy policy, terms of use, and/or other policies (if any) on the Linked Site. We have no control over, and assume no responsibility for, the content, site, privacy policies, terms of use, or practices of any third-party websites. We are under no obligation to notify you when you have left our Site and have accessed a Linked Site. Inclusion of such content and links does not imply our sponsorship or endorsement of the same (including the information or materials appearing or any of the products and Site described on Linked Sites), our affiliation or association with any such content and links, or that any Linked Site is authorized to use any trademark, trade name, logo, or copyright of Bunzl, its subsidiaries or affiliates. We will not be a party to or in any way be responsible for monitoring any transaction between you and third-party providers of products or Site. Your correspondence and business dealings with third parties found through our Site are solely between you and the third party

DISCLAIMER

Our Site, including without limitation, Materials, User Submissions, any products or Site available on our Site and all the information, software, facilities, Site, related communications, and other content therein are provided on an “as is,” “as available,” and “with all faults” basis. There will be occasions our Site may be interrupted due to scheduled maintenance or upgrades, emergency repairs, failure of telecommunications links and/or equipment, or similar occurrences. To the fullest extent permissible under applicable law, we disclaim all representations or warranties, express or implied, of any kind, including without limitation: (i) warranties of merchantability, non-infringement and fitness for a particular purpose; (ii) warranties arising from course of dealing or course of performance; (iii) the accuracy, reliability, usefulness, or completeness of any information contained in our Site; (iv) that access to our Site will be uninterrupted or error-free; and (v) that our Site will be secure. We assume no responsibility and shall not be liable for any damages of any nature caused by the use of our Site, including damages caused by viruses, worms, Trojan horses or any other computer software or anomaly that may infect, affect, or damage your computer hardware, software, memory or any other property of yours or others, as a result of your access to or use of our Site. We disclaim any responsibility or liability to any person or entity for any loss, damage (whether actual, consequential, punitive or otherwise), injury, claim, liability or other cause of any kind or character based upon or resulting from any materials, content, User Submissions, or products or Site advertised or offered by a third party through our Site or featured in any banner or other advertising.

LIMITATION OF LIABILITY

You agree that you assume full responsibility for your use of our Site and that Bunzl’s liability to you and any party is limited as follows. Under no circumstances will we, our suppliers or other third parties mentioned or involved in creating, producing, or delivering our Site be liable for any direct, incidental, consequential, indirect, special or punitive damages whatsoever (including without limitation, costs and expenses of any type incurred, lost profits, lost data or programs, and business interruption) arising out of your access to, use of, inability to use or the results of use of our Site, or any Materials contained in any or all such Site (including without limitation, those caused by or resulting from a failure of performance; error; omission; linking to Linked Sites; interruption; deletion; defect; delay in operation or transmission; computer virus; communication line failure; or destruction of, unauthorized access to, alteration of, or use of any computer or system), whether based on warranty, contract, tort, negligence, strict liability, or any other legal theory and whether or not we were advised of the possibility of such damages. We shall have no liability or responsibility for any acts, omissions, or conduct of any user or third party, including User Submissions and Linked Sites. The maximum total liability of Bunzl and its subsidiaries, affiliates and our officers, directors, shareholders, predecessors, successors in interest, employees, and agents, to you for any claim under these Terms, whether in contract, tort, or otherwise, is one hundred dollars ($100). If you are dissatisfied with any of the Materials contained in our Site, or with any of these Terms, your sole and exclusive remedy is to discontinue accessing and using our Site. By accessing our Site, 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 the State of California, and any similar law of any U.S. state 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.”

INDEMNITY

You agree to indemnify and hold Bunzl, its affiliates, and their respective directors, officers, employees, and agents harmless from and against any and all claims, demands, actions, damages, liabilities, losses, fines, penalties, judgments, awards, settlements, costs and expenses (including reasonable attorneys’ fees and court costs) arising out of or resulting in whole or in part from your violation of these Terms, your misuse of the website, your User Submission or your violation of the rights of another person or entity. This indemnification obligation will survive these Terms and your use of our Site.

CHANGES TO OUR TERMS

We reserve the right, in our sole discretion, to revise these Terms at any time and correct any errors or omissions in any portion of our Site and Materials, and will post updates to these Terms on this webpage with a new effective date. Materials may also be changed, modified, added, or removed and updated without notice at any time; however, we are under no obligation to update Materials. We may also make changes in the products, Site, programs, or prices (if any) described in our Site at any time without notice. We will provide you with advance notice of a major change prior to your access of any portion of the Site for which registration is required. For example, we may include a notice on the Site viewable without login advising of the update to these Terms. Your continued use of our Site after any change we make to our Site will be considered acceptance of those changes. You should revisit these Terms from time to time to review the then-current Terms because your use of the Site and/or utilization of any Site benefits after the Terms have been updated (and after advance notice of certain major changes), indicates your agreement and acceptance of the updated version of the Terms and the Privacy Notice, including the modifications made as of the date of your use.

TERMINATION OF TERMS

At any time, we may: (i) suspend, withdraw, discontinue, change, or terminate either our Site in general, or (ii) suspend, withdraw, discontinue, change, or terminate these Terms and your rights to access or use our Site for any reason, particularly if we believe that you have restricted or inhibited any other user from using or enjoying our Site or in any other way have used our Site in violation of these Terms. Upon termination of these Terms, your authorization to use our Site automatically terminates and you must immediately destroy any downloaded or printed Materials.

GOVERNING LAW AND ARBITRATION

These Terms shall be governed by the laws of the State of Missouri, U.S.A., without giving effect to any principles of conflicts of law or the 1980 U.N. Convention on Contracts for the International Sale of Goods. Any claim or dispute between you and Bunzl that arises in whole or in part from our Site shall be decided exclusively through binding, individual arbitration in the State of Missouri, U.S.A. You agree that disputes between you and Bunzl will be resolved by binding arbitration and you waive your right to participate in class action lawsuits or class-wide arbitration. In the event that binding arbitration is not enforceable, you consent to the exclusive jurisdiction of the State of Missouri, U.S.A. for the resolution any disputes. Any cause of action you may have with respect to your use of our Site must be commenced within six (6) months after the claim or cause of action arises.

COPYRIGHT INFRINGEMENT

We will investigate any allegations of copyright infringement brought to our attention. If you have evidence of, know of, or have a good faith belief that your rights or the rights of a third party have been violated and you want Bunzl to review, delete, edit, or disable the Material in question, you must provide Bunzl with all of the following information:
• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
• Description of the copyrighted work that you claim has been infringed;
• The location on our websites or mobile applications of the Material that you claim is infringing;
• Your address, telephone number and email address;
• A statement that your claim of infringement is based on a good faith belief; and
• A statement made under penalty of perjury that the information you have provided is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

For this notification to be effective, you must direct your correspondence to Bunzl’s designated agent, Dan Lett, at dan.lett@bunzlusa.com.

ENTIRE AGREEMENT AND VOID WHERE PROHIBITED

These Terms constitute the entire agreement between Bunzl and you with respect to your use of our Site. If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect. Our obligations and responsibilities regarding our products and services are governed solely by our terms and conditions of sale or license under which such products and services are sold or licensed. We make no representation that the Materials in our Site are appropriate or available for use at other locations, and access to them from territories where their content is illegal is prohibited. If you access our Site from a location outside of the State of Missouri, you are responsible for compliance with all applicable local laws. You may not use our Site or export information and Materials in violation of the export laws of the United States or any other country. Materials published on a website, or otherwise included in our Site, may refer to products, programs, or Site that are not available in your country.