These terms and conditions (“Agreement”) set forth the general terms and conditions of your use of the ProCater
website (“Website” or “Service”) and anyof its related products and services (collectively, “Services”). This Agreement is
legally binding between you (“User”, “you” or “your”) and ProCater LLC(doing business as “ProCater”, “we”, “us” or “our”).
If you are entering into this agreement on behalf of a business or other legal entity, you represent that you have the
authority to bind such entity to this agreement, in which case the terms “User”, “you” or “your” shall refer to such entity. If
you do not have such authority, or if you do not agree with the terms of this agreement, you must not accept this
agreement and may not access and use the Website and Services. By accessing and using the Website and Services,
you acknowledge that you have read, understood, and agree to be bound by the termsof this Agreement. You
acknowledge that this Agreement is a contract between you and ProCater, even though it is electronic and is not
physically signed byyou, and it governs your use of the Website and Services.
By accessing this website, you are agreeing to be bound by these website Terms and Conditions, all applicable laws
and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree
with any of these terms, you are prohibited from using or accessing this site. The materials contained in this website are
protected by applicable copyright and trademark law. ProCater may revise the terms of use for its website at any time
without notice. By usingthis website you are agreeing to be bound by the then current version of theseTerms and
Conditions.
You must be at least 18 years of age touse the Website and Services. By using the Website and Services and by
agreeing to this Agreement you warrant and represent that you are at least 18 years ofage. If you create an account on
the Website, you are responsible for maintaining the security of your account and you are fully responsible for all
activities that occur under the account and any other actions taken inconnection with it. We may monitor and review
new accounts before you may signin and start using the Services. Providing false contact information of any kind may
result in the termination of your account. You must immediately notifyus of any unauthorized uses of your account or
any other breaches of security.We will not be liable for any acts or omissions by you, including any damagesof any kind
incurred as a result of such acts or omissions. We may suspend,disable, or delete your account (or any part thereof) if
we determine that youhave violated any provision of this Agreement or that your conduct or contentwould tend to
damage our reputation and goodwill. If we delete your account forthe foregoing reasons, you may not re register for
our Services. We may blockyour email address and Internet protocol address to prevent further registration.
You shall pay all fees or charges toyour account in accordance with the fees, charges, and billing terms in effectat the
time a fee or charge is due and payable. Sensitive and private dataexchange happens over a SSL secured
communication channel and is encrypted andprotected with digital signatures, and the Website and Services are also
incompliance with PCI vulnerability standards in order to create as secure of anenvironment as possible for Users.
Scans for malware are performed on a regularbasis for additional security and protection. If, in our judgment,
yourpurchase constitutes a high risk transaction, we will require you to provide uswith a copy of your valid
government issued photo identification, and possiblya copy of a recent bank statement for the credit or debit card
used for thepurchase. We reserve the right to change products and product pricing at anytime. We also reserve the
right to refuse any order you place with us. We may,in our sole discretion, limit or cancel quantities purchased per
person, perhousehold, or per order. These restrictions may include orders placed by orunder the same customer
account, the same credit card, and/or orders that usethe same billing and/or shipping address. In the event that we
make a change toor cancel an order, we may attempt to notify you by contacting the e mailand/or billing address/
phone number provided at the time the order was made.
Occasionally there may be information onthe Website that contains typographical errors, inaccuracies, or omissions
thatmay relate to promotions and offers. We reserve the right to correct anyerrors, inaccuracies, or omissions, and to
change or update information orcancel orders if any information on the Website or Services is inaccurate atany time
without prior notice (including after you have submitted your order).We undertake no obligation to update, amend, or
clarify information on theWebsite including, without limitation, pricing information, except as requiredby law. No
specified update or refresh date applied on the Website should betaken to indicate that all information on the Website
or Services has beenmodified or updated.
If you decide to enable, access, or usethird party services, be advised that your access and use of such otherservices
are governed solely by the terms and conditions of such otherservices, and we do not endorse, are not responsible or
liable for, and make norepresentations as to any aspect of such other services, including, withoutlimitation, their
content or the manner in which they handle data (includingyour data) or any interaction between you and the provider
of such otherservices. You irrevocably waive any claim against ProCater with respect to suchother services. ProCater is
not liable for any damage or loss caused or allegedto be caused by or in connection with your enablement, access, or
use of anysuch other services, or your reliance on the privacy practices, data securityprocesses, or other policies of
such other services. You may be required toregister for or log into such other services on their respective platforms.
Byenabling any other services, you are expressly permitting ProCater to discloseyour data as necessary to facilitate the
use or enablement of such otherservice.
Although the Website and Services maylink to other resources (such as websites, mobile applications, etc.), we arenot,
directly or indirectly, implying any approval, association, sponsorship,endorsement, or affiliation with any linked
resource, unless specificallystated herein. We are not responsible for examining or evaluating, and we donot warrant
the offerings of, any businesses or individuals or the content oftheir resources. We do not assume any responsibility or
liability for theactions, products, services, and content of any other third parties. You shouldcarefully review the legal
statements and other conditions of use of anyresource which you access through a link on the Website. Your linking to
anyother off site resources is at your own risk.
In addition to other terms as set forthin the Agreement, you are prohibited from using the Website and Services
orContent: (a) for any unlawful purpose; (b) to solicit others to perform orparticipate in any unlawful acts; (c) to violate
any international, federal,provincial or state regulations, rules, laws, or local ordinances; (d) toinfringe upon or violate
our intellectual property rights or the intellectualproperty rights of others; (e) to harass, abuse, insult, harm, defame,
slander,disparage, intimidate, or discriminate based on gender, sexual orientation,religion, ethnicity, race, age, national
origin, or disability; (f) to submitfalse or misleading information; (g) to upload or transmit viruses or any othertype of
malicious code that will or may be used in any way that will affect thefunctionality or operation of the Website and
Services, third party productsand services, or the Internet; (h) to spam, phish, pharm, pretext, spider,crawl, or scrape; (i)
for any obscene or immoral purpose; or (j) to interferewith or circumvent the security features of the Website and
Services, thirdparty products and services, or the Internet. We reserve the right to terminateyour use of the Website and
Services for violating any of the prohibited uses.
“Intellectual Property Rights” means allpresent and future rights conferred by statute, common law or equity in or
inrelation to any copyright and related rights, trademarks, designs, patents,inventions, goodwill and the right to sue for
passing off, rights toinventions, rights to use, and all other intellectual property rights, in eachcase whether registered or
unregistered and including all applications andrights to apply for and be granted, rights to claim priority from, such
rightsand all similar or equivalent rights or forms of protection and any otherresults of intellectual activity which subsist
or will subsist now or in thefuture in any part of the world. This Agreement does not transfer to you anyintellectual
property owned by ProCater or third parties, and all rights,titles, and interests in and to such property will remain (as
between theparties) solely with ProCater. All trademarks, service marks, graphics andlogos used in connection with the
Website and Services, are trademarks or registeredtrademarks of ProCater or its licensors. Other trademarks, service
marks,graphics and logos used in connection with the Website and Services may be thetrademarks of other third
parties. Your use of the Website and Services grantsyou no right or license to reproduce or otherwise use any ProCater
or thirdparty trademarks.
You agree that the Service is providedon an “as is” and “as available” basis and that your use of the Website
andServices is solely at your own risk. We expressly disclaim all warranties ofany kind, whether express or implied,
including but not limited to the impliedwarranties of merchantability, fitness for a particular purpose, andnon
infringement. We make no warranty that the Services will meet yourrequirements, or that the Service will be
uninterrupted, timely, secure, orerror free; nor do we make any warranty as to the results that may be obtainedfrom the
use of the Service or as to the accuracy or reliability of anyinformation obtained through the Service or that defects in
the Service will becorrected. You understand and agree that any material and/or data downloaded orotherwise
obtained through the use of Service is done at your own discretionand risk and that you will be solely responsible for
any damage or loss of datathat results from the download of such material and/or data. We make nowarranty
regarding any goods or services purchased or obtained through theService or any transactions entered into through
the Service unless statedotherwise. No advice or information, whether oral or written, obtained by youfrom us or
through the Service shall create any warranty not expressly madeherein.
To the fullest extent permitted byapplicable law, in no event will ProCater, its affiliates, directors, officers,employees,
agents, suppliers, or licensors be liable to any person for anyindirect, incidental, special, punitive, cover, or
consequential damages(including, without limitation, damages for lost profits, revenue, sales,goodwill, use of content,
impact on business, business interruption, loss ofanticipated savings, loss of business opportunity) however caused,
under anytheory of liability, including, without limitation, contract, tort, warranty,breach of statutory duty, negligence, or
otherwise, even if the liable partyhas been advised as to the possibility of such damages or could have foreseensuch
damages. To the maximum extent permitted by applicable law, the aggregateliability of ProCater and its affiliates,
officers, employees, agents,suppliers, and licensors relating to the services will be limited to an amountno greater than
one dollar or any amounts actually paid in cash by you toProCater for the prior one month period prior to the first event
or occurrencegiving rise to such liability. The limitations and exclusions also apply ifthis remedy does not fully
compensate you for any losses or fails of itsessential purpose.
You agree to indemnify and hold ProCaterand its affiliates, directors, officers, employees, agents, suppliers,
andlicensors harmless from and against any liabilities, losses, damages, or costs,including reasonable attorneys fees,
incurred in connection with or arisingfrom any third party allegations, claims, actions, disputes, or demandsasserted
against any of them as a result of or relating to your Content, youruse of the Website and Services, or any willful
misconduct on your part.
The formation, interpretation,and performance of this Agreement and any disputes arising out
outof it shall be governed by the substantive and procedural laws of NorthCarolina, United States, without regard to its
rules on conflicts or choice oflaw and, to the extent applicable, the laws of the United States. The exclusivejurisdiction
and venue for actions related to the subject matter hereof shallbe the state and federal courts located in [Your State/
Country], United States,and you hereby submit to the personal jurisdiction of such courts. You herebywaive any right to
a jury trial in any proceeding arising out of or related tothis Agreement. The United Nations Convention on Contracts for
theInternational Sale of Goods does not apply to this Agreement.
We reserve the right to modify thisAgreement or its terms relating to the Website and Services at any time,effective
upon posting of an updated version of this Agreement on the Website.When we do, we will revise the updated date at
the bottom of this page.Continued use of the Website and Services after any such changes shallconstitute your
consent to such changes.
You acknowledge that you have read thisAgreement and agree to all its terms and conditions. By accessing and using
theWebsite and Services you agree to be bound by this Agreement. If you do notagree to abide by the terms of this
Agreement, you are not authorized to accessor use the Website and Services.
