Terms and Conditions

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THIS SITE

FOREWORD

THESE TERMS OF USE (THE "TERMS") DESCRIBE THE BASIS ON WHICH Sysco CORPORATION AND EACH OF ITS SUBSIDIARIES AND AFFILIATES ADOPTING THESE TERMS , INCLUDING WITHOUT LIMITATION VARIOUS REDISTRIBUTION CENTERS ("RDC"), ( each "Sysco" or "we") OFFER ACCESS TO PAGES OF EACH OF THEIR RESPECTIVE WEB SITES (individually and collectively referred to as the "Site") .

MATERIALS AND LICENSE; THIRD PARTY CONTENT

The materials (including all content, information, Sysco's domain name, the Sysco logo, any marks appearing on the Site, and configurations, displays, screens appearing on or displayed in connection with the Site) (the "Materials") are provided by Sysco as a service to its customers and may be used for informational purposes only. The Materials on this Site are copyrighted and/or are protected by trademark and other laws. Any unauthorized use of any Materials at this Site may violate copyright, trademark, and other laws. Sysco may make changes to these Materials, or to the products described therein, at any time without notice. Sysco makes no commitment to update the Materials. The Materials are provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the Government is subject to restrictions as set forth in FAR52.227-14 and DFAR252.227-7013 et seq. or its successor. Use of the Materials by the Government constitutes acknowledgment of Sysco's proprietary rights in them.

To the maximum extent legally possible, you agree that you will not directly or indirectly copy, publish, reproduce, distribute, display or transfer any or all of the Materials, whether electronically, mechanically, or otherwise, in any form (including the copying of presentation style, content, or content organization) without the prior written permission from Sysco; provided, however, that you may download one copy of the Materials found on the Site on a single computer for your internal use only unless specifically licensed to do otherwise by Sysco. This is a license, not a transfer of title, and is subject to the following restrictions: you may not: (a) modify the Materials or use them for any commercial purpose, or any public display, performance, sale or rental; (b) remove any copyright or other proprietary notices from the Materials; (c) transfer the Materials to another person; (d) except as specifically provided above, copy, reproduce, modify, publish, upload, post, transmit, or distribute any of the Materials in any way, without Sysco's prior written permission. You agree that you will not frame or link to the Site without our express prior approval. Except as expressly provided herein, Sysco and its suppliers do not grant any express or implied right to you under any intellectual property or information rights. Sysco may terminate this license at any time. Upon termination, you must immediately destroy the Materials.

You acknowledge that a portion of the Materials constitutes content and substantive information, including news articles, industry, or other information, data, text, graphics, messages, communications, photographs, images, illustrations, audio clips, and/or video clips (collectively, the "Content"). You understand that to the extent that Sysco did not originate or create such Content, the Content provided is not the responsibility of Sysco, but rather of the person from which such Content originated or which created the Content. ALL CONTENT, WHETHER ORIGINATING WITH OR CREATED BY Sysco OR OTHERWISE, IS PROVIDED "AS IS" AND WITH ALL FAULTS AND Sysco SHALL HAVE NO RESPONSIBILITY OR LIABILITY THEREOF. Without limiting the foregoing, Sysco does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed, uploaded, or distributed through the Services by any user, information provider, or any other person or entity. You acknowledge that any reliance upon any such opinion, advice, statement, or information shall be at your sole risk. Under no circumstances will Sysco be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content. Certain Content is furnished by various news organizations or news publishers; neither Sysco nor any such organizations or publishers will be liable for any delays, inaccuracies, errors, or omissions in any such Content, or in the transmission or delivery of all or any part thereof, or for any damages arising therefrom. Moreover, Sysco or another third party may edit, alter, or summarize certain Content provided by others; Sysco is not liable for the completeness of any Content provided to you, regardless of whether Sysco has edited, altered, or summarized such Content.

You acknowledge that Sysco and/or third-party content providers remain the owners of the Materials on this Site, and that you do not acquire any of those ownership rights by printing or downloading any of the information or making use of the Site. In addition, other trademarks appearing through the use of the Site and information specifically related to certain companies may also be subject to the rights of other parties. Customer agrees to respect, and not in any way to violate, such third party rights. Sysco's trademarks may be used publicly only with permission from Sysco. Fair use of Sysco's trademarks in advertising and promotion of Sysco products requires proper acknowledgement.

TERMINATION

Sysco may terminate these Terms as to your use at any time with or without cause, and may refuse to provide you or any other customer with access to the Site at any time, at its sole discretion. Any such termination shall end the license described above. However, in the case of any termination, you agree to continue to abide by these Terms, which shall remain in full force and effect after such termination, except that your right to use the Site shall be terminated.

EXCULPATION; LIMITATION OF LIABILITY

YOU ACKNOWLEDGE THAT WE DO NOT REPRESENT THAT THE INFORMATION CONTAINED ON THE SITE (INCLUDING PRODUCT OR SERVICE DESCRIPTIONS) IS ACCURATE OR COMPLETE. ACCORDINGLY, YOU ACKNOWLEDGE FURTHER THAT YOU DO NOT OR WILL NOT RELY ON ANY INFORMATION CONTAINED ON THE SITE (INCLUDING PRODUCT OR SERVICE DESCRIPTIONS). ALL INFORMATION CONTAINED ON THE SITE IS SUBJECT TO CHANGE AT ANY TIME WITHOUT NOTICE.

YOU AGREE THAT USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK. THE SITE AND THE MATERIALS PROVIDED THEREON (REGARDLESS OF WHETHER SUCH MATERIALS ARE CREATED BY Sysco OR A THIRD PARTY CONTENT PROVIDER) ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND OR RESPONSIBILITY EITHER EXPRESSED OR IMPLIED, INCLUDING (WITHOUT LIMITATION) ANY WARRANTY OR RESPONSIBLITILTY AS TO, OF, OR FOR: (a) TITLE, NONINFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR PARTICULAR PURPOSE; (b) INFORMATION, INFORMATIONAL CONTENT, OR COMPLETNESS OR INFORMATIONAL ACCURACY, WHETHER RELATING TO THE PRODUCTS ON THE SITE OR OTHERWISE; (c)THE QUALITY, SUITABILITY, ACCURACY, FUNCTIONALITY, OR OPERATION OF THE SITE; (d) UNINTERRUPTED ACCESS; OR (e) ANY PRODUCTS OR SERVICES DESCRIBED ON THE SITE OR ANY INFORMATION RELATING THERETO. NEITHER Sysco NOR ANY OF ITS AGENTS, AFFILIATES, OR CONTENT PROVIDERS SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF, OR RELATED TO, THE USE OF THE SITE OR OUT OF ANY BREACH OF ANY OBLIGATION OR RESPONSIBILITY THAT ANY OF THEM MAY HAVE, EVEN IF Sysco HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

SUBMISSION OF INFORMATION; NO IMPROPER USE; INDEMNITY

Any material, information or other communication you transmit or post to this Site will be considered non-confidential and non-proprietary ("Communications"). Sysco will have no obligations with respect to the Communications. Sysco and its designees will be free to copy, disclose, distribute, incorporate and otherwise use the Communications and all data, images, sounds, text, and other things embodied therein for any and all commercial or non-commercial purposes.

LINKS TO OTHER SITES

Sysco has provided links to certain non-Sysco sites for your convenience. Some of these sites may have certain marks of or other references to Sysco. However, please be aware that the information, products or services available on these sites is being provided by third parties over which Sysco has no control. Sysco provides no guaranty or warranty as to any of such information, products or services. If you decide to visit any such sites, you do so at your own risk and responsibility. Links or the appearance of any marks or references to Sysco do not imply any sponsorship or endorsement of the third party or any information, products or services appearing on such site. Sysco reserves the right to terminate any link or linking program at any time.

SITE LOCATION; APPLICABLE LAW; JURISDICTION

This Site is controlled by Sysco from within the United States of America. Sysco makes no representation that Materials in the Site are appropriate or available for use in other locations, and access to them from territories where their content is illegal is prohibited. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with applicable local laws. You may not use or export the Materials in violation of U.S. export laws and regulations. ANY CLAIM RELATING TO THE MATERIALS OR THIS SITE SHALL BE (A) GOVERNED BY THE INTERNAL SUBSTANTIVE LAWS OF THE STATE OF TEXAS, AND NOT BY THE APPLICATION OF CHOICE OF LAWS THE LAWS OF ANY OTHER JURISDICTION AND (B) TO THE MAXIMUM EXTENT PROVIDED BY LAW, BE BROUGHT SOLELY IN THE STATE DISTRICT COURTS OF HARRIS COUNTY, TEXAS.

REVISIONS

Sysco may revise these Terms at any time by posting updates. You should visit this page from time to time to review the then current Terms because they are binding on you. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages at this Site.

RELEASE AND INDEMNIFICATION AGREEMENT

In consideration of the sale of certain food and/or non-food related products (collectively, the “Products”) from Sysco Canada, Inc., and/or any of its subsidiaries or divisions (collectively, “Sysco”), in accordance with the terms and conditions of the [●] agreement entered into between Sysco and the undersigned Buyer and/or any of its affiliates, subsidiaries or divisions (collectively, “Buyer”) dated [●] (the “Agreement”), the Buyer agrees to the following terms and conditions:

In addition to regular Products which Sysco stocks, from time-to-time Sysco may stock products from retail suppliers who do not provide Sysco with an indemnity agreement (the “Retail Supplier Stocked Products”). Buyer acknowledges and accepts that Sysco does not provide indemnification and that no retail supplier indemnification will be available to Buyer for these Retail Supplier Stocked Products.

Due to the location of the Buyer, the Buyer acknowledges and accepts that Sysco may utilize a third-party carrier (the “Carrier”) who will coordinate the transportation and delivery of the Products from the Carrier’s facility to the location identified by the Buyer (the “Delivery Location”). If a Carrier is used to deliver any of the Products to Buyer, Buyer acknowledges and agrees that:

Sysco’s sole obligation to the Buyer in connection with the Delivery of Products is to engage and retain the transportation services provider to deliver the Products from the service providers warehouse location and deliver the Products to the Buyer at the Delivery Location in accordance with the Carrier’s standard shipping terms and conditions (the “Carrier’s Standard Terms”).

Once the Products have been provided to the Carrier by Sysco at the carrier’s facility, all Products in that shipment will be and remain at the risk of the Carrier, and/or Buyer (in accordance with the Carrier’s Standard Terms), until Delivery to the Buyer at the Delivery At no time after the Carrier accepts responsibility for the Products at the carrier’s facility shall Sysco bear any risk, responsibility, obligation, or liability for any of the Products in the shipment.

The Carrier is solely responsible to (i) Deliver the Products to the Buyer in a safe and secure manner and in an environment that provides adequate safety conditions and temperature protection for the Products, and to ensure that the Products arrive at the Delivery Location for the Buyer in good condition, and otherwise safe, consumable and usable by the Buyer, and (ii) be fully licensed for transport and carriage of goods, and to comply with all applicable transportation, safety, and other relevant laws, regulations and directives, during and throughout the Delivery of the Products to the Buyer at the Delivery Location.

The Buyer hereby fully indemnifies, defends and holds harmless Sysco, including its subsidiaries and divisions, and its and their directors, officers, agents, servants, employees and representatives (collectively, “Representatives”) from and against any and all liabilities, losses, damages, costs, expenses, actions, claims, proceedings, demands and/or obligations (including reasonable attorney’s fees and expenses) (collectively, “Claims”) arising out of or in connection with any lawsuit, regulatory action, liability, obligation, recall, inquiry, investigation, demand or claim, or any injury to or death of person(s), or damage to or loss of property arising out of or in connection with: (a) the Delivery or transport of the Products by a Carrier (b) the sale, resale, use or consumption of any of the Products; (c) the Products, once such Products are in the possession of the Carrier at the Pick-Up Location; (d) the acts or omissions of the Carrier, its officers, directors, agents, representatives and/or employees in connection with its and/or their handling of the Products; (e) the Carrier’s failure to be properly licensed for the transport or carriage of goods or to comply with any applicable transportation, safety and other relevant laws, regulations and/or directives; or (f) the acts or omissions of the Buyer or any of its affiliates, subsidiaries or divisions, or any of its or their Representatives in connection with the handling, use or sale of the Products, or the breach by any of the foregoing of any of the Agreement, this Release and Indemnification and/or the Carrier’s Standard The Buyer’s obligation to indemnify, defend and hold harmless each of Sysco, its subsidiaries and divisions, and its and their Representatives, shall survive each of the execution and delivery of this Release and Indemnification, the Delivery of the Products to the Buyer at the Delivery Location, and the termination or expiry of the Agreement.

The Buyer irrevocably releases Sysco, including its subsidiaries and divisions, and its and their Representatives (collectively, the “Releasees”) from all Claims of any kind or nature whatsoever which the Buyer, including its affiliates, subsidiaries and divisions, and/or its or their Representatives ever had, now have, or may in the future have against any of the Releasees related to the Delivery and Sale of the Products and the matters described in this Release and Indemnification, and, by signing this Release and Indemnification, the Buyer accepts and assumes full responsibility for the integrity, safety and condition of the Products once such Products are picked up by the Carrier at the Pick-Up Location or delivered directly to Buyer by Sysco.

It is understood that by clicking on the “I Agree” button on this website, you have fully read the Terms & Conditions and thereby accept them in full.