PANINI AMERICA, INC. Rewards TERMS AND CONDITIONS. Please read the following terms and conditions very carefully. If you do not agree with the following terms and conditions, do not use this software or website. By using this software or any portion thereof, you agree to the following terms and conditions.
1. Are you 13 years old or older?
2. USE OF THE PANINI REWARDS APPLICATION
This agreement ("Agreement") is entered into between you ("You") and Panini America, Inc. Subject to the terms and conditions of this Agreement, You are hereby granted the non-transferable right to use this software ("Panini Rewards Application" AND "Panini Rewards Website") solely for personal, non-commercial purposes.
You may not use the Panini Rewards Application or Website in any manner that may impair, overburden, damage, disable or otherwise compromise
(i) Panini America, Inc.'s services;
(ii) any other party's use and enjoyment of Panini America, Inc.'s services; or
(iii) the services and products of any third parties (including, without limitation, the Authorized Device). You agree to comply with all local laws and regulations governing the downloading, installation and/or use of the Panini Rewards Application & Website, including, without limitation, any usage rules set forth in the online application store terms of service.
From time to time, Panini America, Inc. may automatically check the version of Panini Rewards Application installed on the Authorized Device and, if applicable, provide updates for the Panini Rewards Application ("Updates"). Updates may contain, without limitation, bug fixes, patches, enhanced functionality, plug-ins and new versions of the Panini Rewards Application. By installing the Panini Rewards Application, you authorize the automatic download and installation of Updates and agree to download and install Updates manually if necessary. Your use of the Panini Rewards Application and Updates will be governed by this Agreement (as amended by any terms and conditions that may be provided with Updates).
Panini America, Inc. reserves the right to temporarily disable or permanently discontinue any and all functionality of the Panini Rewards Application at any time without notice and with no liability to you.
For the avoidance of doubt, this Agreement is solely between Panini America, Inc. and You.
If you need to contact Panini America, Inc. about the Panini Rewards Application or Website, you may do so by calling (817) 662-5203 or by writing to:
Panini America, Inc.
5325 FAA Blvd. Suite 100
Irving, TX 75061
4. PROPRIETARY RIGHTS
You hereby acknowledge that Panini America, Inc. owns all rights, titles and interest in and to the Panini Reward Application & Website and to any and all proprietary and confidential information contained therein ("Panini America, Inc. Information"). The Panini Rewards Application and Panini America, Inc. Information are protected by applicable intellectual property and other laws, including patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree that you will not (and will not allow any third party to)
(i) modify, adapt, translate, prepare derivative works from, decompile, reverse engineer or disassemble the Panini Rewards Application and Website or otherwise attempt to derive source code from the Panini Rewards Application or Website;
(ii) copy, distribute, transfer, sell or license the Panini Rewards Application;
(iii) transfer the Panini Rewards Application to, or use the Panini Rewards Application on, a device other than the Authorized Device;
(iv) take any action to circumvent, compromise or defeat any security measures implemented in the Panini Rewards Application and Website;
(v) use the Panini Rewards Application or Website to access, copy, transfer, retransmit or transcode Content (as defined below) or any other content in violation of any law or third party rights;
(vi) remove, obscure, or alter Panini America, Inc.'s (or any third party's) copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed through the Panini Rewards Application or Website.
Content made available through the Panini Rewards Application or Website ("Content") is protected by applicable intellectual property rights and is the property of Panini America, Inc., its third party licensors and partners (as applicable), and other entities that provide such content to Panini America, Inc.. You may not (or enable others to) copy, distribute, display, modify, or otherwise use the Content except as it is provided to you through the Panini Rewards Application or Website hereunder. Panini America, Inc. and its licensors make no representations or warranties regarding the accuracy or completeness of the Content.
5. U.S. GOVERNMENT RESTRICTED RIGHTS
Panini Rewards Application and Website and related documentation are provided with restricted rights. Use, duplication or disclosure of the Panini Rewards Application or Website or related documentation by the government is subject to restrictions set forth in subparagraphs (a) through (d) of the Commercial Computer Software--Restricted Rights at FAR 52.227-19 when applicable, or in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, and in similar clauses in the NASA FAR supplement, as applicable. Manufacturer is Panini America, Inc. 5325 FAA Blvd, Suite 100 Irving, TX 75061.
6. EXPORT RESTRICTIONS
Panini America, Inc. does not represent that the Panini Rewards Application or Website is appropriate or available for use in any geographical location. Any entity choosing to use the Panini Rewards Application is solely responsible for compliance with all applicable laws. The Panini Rewards Application is subject to U.S. export controls and may not be downloaded, exported or re-exported:
(i) into (or to a national or resident of) Cuba, Iran, North Korea, Sudan, Syria, or any other country with respect to which the United States maintains trade sanctions prohibiting the shipment of goods; or
(ii) to anyone on or acting on behalf of an entity on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department's Denied Persons List or Entities List or included in General Order 3 (15 C.F.R. Part 736, Supplement 1), which prohibits exports to Mayrow General Trading, affiliated entities and persons, and specified persons involved in the manufacture or sale of Improvised Explosive Devices (together referred to as "U.S. Prohibited Party Lists"). By downloading and/or using the Panini Rewards Application, you represent and warrant that you are not
(a) located in or a national or resident of any country noted above that is subject to U.S. trade sanctions, or
(b) on any U.S. Prohibited Party List or acting on behalf of any person or entity on any such list.
You may terminate this Agreement at any time by permanently deleting the Panini Rewards Application in its entirety from the Authorized Device, and call Customer Service at (817) 662-5203 to remove your account, whereupon (and without notice from Panini America, Inc.) any rights granted to you herein will automatically terminate. If you fail to comply with any provision of this Agreement, any rights granted to you herein will automatically terminate. In the event of such termination, you must immediately delete the Panini Rewards Application from the Authorized Device and remove your username and account from the Exchange-PaniniAmerica.net Website.
Sections 4, 5, 6, 7, 9, 10, 11, 12, 13 and 14 of this Agreement shall survive any termination or expiration of this Agreement.
You agree to hold harmless and indemnify Apple and Panini America, Inc. and its subsidiaries, affiliates, officers, agents, and employees (and their subsidiaries, affiliates, officers, agents, and employees) from and against any claim, suit or action arising from or in any way related to your use of the Panini Rewards Application or Website or your violation of this Agreement, including any liability or expense arising from all claims, losses, damages, suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Panini America, Inc. will provide you with written notice of such claim, suit or action.
10. DISCLAIMER OF WARRANTIES
THE PANINI REWARDS APPLICATION AND WEBSITE IS PROVIDED ON AN "AS IS" BASIS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PANINI AMERICA, INC. EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
YOUR USE OF THE PANINI REWARDS APPLICATION AND WEBSITE IS AT YOUR SOLE RISK. PANINI AMERICA, INC. AND APPLE SHALL NOT BE OBLIGATED TO PROVIDE YOU WITH ANY MAINTENANCE OR SUPPORT SERVICES IN CONNECTION WITH THE PANINI REWARDS APPLICATION AND WEBSITE.
PANINI AMERICA, INC. MAKES NO WARRANTY (I) THAT THE PANINI REWARDS APPLICATION AND WEBSITE WILL MEET YOUR REQUIREMENTS;
(II) THAT THE PANINI REWARDS APPLICATION AND WEBSITE WILL BE ERROR-FREE;
(III) REGARDING THE SECURITY, RELIABILITY, TIMELINESS, OR PERFORMANCE OF THE PANINI REWARDS APPLICATION AND WEBSITE; AND
(IV) THAT ANY ERRORS IN THE PANINI REWARDS APPLICATION AND WEBSITE WILL BE CORRECTED.
ANY CONTENT OR MATERIAL YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE PANINI REWARDS APPLICATION OR WEBSITE IS OBTAINED AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR AUTHORIZED DEVICE (OR ANY OTHER DEVICE) OR ANY LOSS OF DATA THAT MAY RESULT FROM DOWNLOADING ANY SUCH CONTENT OR MATERIAL.
THE PANINI REWARDS APPLICATION AND WEBSITE ARE NOT INTENDED FOR USE IN ANY ACTIVITIES DURING WHICH THE FAILURE OF THE PANINI REWARDS APPLICATION OR WEBSITE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM PANINI AMERICA, INC. OR THROUGH THE PANINI REWARDS APPLICATION AND WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
11. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT PANINI AMERICA, INC. SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF PANINI AMERICA, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM:
(I) THE USE OR THE INABILITY TO USE THE PANINI REWARDS APPLICATION OR WEBSITE;
(II) THE INABILITY TO USE THE PANINI REWARDS APPLICATION OR WEBSITE TO ACCESS CONTENT OR DATA;
(III) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (IV) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (V) ANY OTHER MATTER RELATING TO THE PANINI REWARDS APPLICATION OR WEBSITE. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
12. EXCLUSIONS AND LIMITATIONS
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN SECTIONS 10 AND 11 WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND PANINI AMERICA, INC.'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
13. ENTIRE AGREEMENT; REVISIONS TO AGREEMENT.
Panini America, Inc. may, from time to time, modify this Agreement. Such modifications shall be effective as soon as the modified version of the "Panini Rewards Terms and Conditions" is posted in the online application store or any other authorized Panini Rewards distribution location. You can determine when this Agreement was last revised by referring to the "LAST UPDATED" legend at the top of then-current version of the "Panini Rewards Terms and Conditions" in the online application store or any other authorized Panini Rewards distribution location. Your use of Panini Rewards Application and Website following such changes constitutes Your acceptance of the revised version of the "Panini America, Inc. Terms and Conditions" in the online application store or any other authorized Panini Rewards distribution location.
14. MISCELLANEOUS PROVISIONS
This Agreement and the legal relations between the parties hereto shall be governed by and construed in accordance with the laws of Texas, without reference to its conflict-of-laws principles. The parties hereto, their successors and assigns, consent to the jurisdiction of the courts of Texas with respect to any legal proceedings related to this Agreement, and waive any objection to the propriety or convenience of venue in such courts.
This Agreement is the complete and exclusive statement of the agreements between the parties with respect to the subject matter hereof and supersedes all other communications or representations or agreements (whether oral, written or otherwise) relating thereto. The failure of either party at any time to require performance of any provision of this Agreement in no manner shall affect such party's right at a later time to enforce the same. No waiver by either party of any breach of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or construed as, a further or continuing waiver of any other such breach, or a waiver of any other breach of this Agreement. If any provision of this Agreement shall to any extent be held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement shall in no way be affected or impaired thereby and each such provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. In such case, this Agreement shall be reformed to the minimum extent necessary to correct any invalidity, illegality or unenforceability, while preserving to the maximum extent the rights and commercial expectations of the parties hereto, as expressed herein. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Panini Rewards Application or Website or this Agreement must be filed by you within one (1) year after such claim or cause of action arose or be forever barred. The section headings in this Agreement are for convenience only and have no legal or contractual effect.