We reserve the right to change the Terms from time to time without notice to you. You acknowledge and agree that it is your responsibility to review these Terms periodically to familiarize yourself with any modifications. Your continued use of this site after such modifications will constitute acknowledgment and agreement of the modified Terms.
By visiting our websites and accessing the information, resources, services, products, and tools we provide for you, either directly or indirectly (hereafter, referred to as "Services"), you agree to use these Services only for the purposes intended as permitted by (a) the Terms, and (b) all applicable laws, regulations, and generally accepted online practices or guidelines. In addition:
The Services are provided on an "as is" and "as available" basis, without warranties, representations or endorsements of any kind. To the fullest extent permitted under applicable law, NFG disclaims all warranties of any kind, express, implied, statutory or otherwise (including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, any warranty for information, data, data processing services or uninterrupted access or use). NFG does not warrant that the Services will be uninterrupted, secure, or error-free, that defects will be corrected, or that the Services will be free of viruses or other harmful components. NFG does not make any representations or warranties regarding the access or use of, or the results of the use of, the content on the Services (including all descriptions, images, references, features, specifications, information, data, products, and prices/availability of products described or depicted on the Services or services offered through the Services) in terms of its availability, usefulness, completeness, correctness, accuracy, reliability, validity, suitability, timeliness, correct sequencing, or otherwise. Applicable law may not allow the exclusion of implied warranties, so some or all these disclaimers may not apply to you.
To the fullest extent permitted under applicable law, under no circumstances (other than injury to the person in the case of consumer goods) shall NFG be liable for any consequential, incidental, special, punitive, exemplary, or indirect damages, or any lost profits or lost revenues, resulting from, based on, or arising out of (i) your access or use of, or inability to access or use, the Services; (ii) any transaction conducted through or facilitated by the Services; (iii) any claim attributable to errors, omissions, deficiencies, or other inaccuracies in the Services; (iv) any unauthorized access to, or use, disclosure or alteration of, your transmissions of data including, without limitation, your personal information or payment card information; (v) statements or conduct of any third party on the Services; or (vi) any other matter related to the Services, even if NFG or a NFG representative has been advised of the possibility of such damages. Notwithstanding the foregoing, NFG's total liability to you (excluding any liability for injury to the person in the case of consumer goods), whether under contract, warranty, tort (including but not limited to negligent, but excluding grossly negligent, reckless and intentional, acts of NFG), product liability, strict liability or any other theory, arising from these Terms or your access to and/or use of the Services for any reason whatsoever shall be limited in the aggregate to the total of all payments you have made to NFG(if any) during the 30 day period preceding the date of such claim. If you are dissatisfied with any of the Services, or any services provided through any of the Services, your sole and exclusive remedy is to discontinue using the Services. Applicable law may not allow some or all this exclusion or limitation of liability for damages, so some of these exclusions or limitations may not apply to you.
You agree to indemnify and hold harmless NFG and its parent company and affiliates, and their directors, officers, managers, employees, donors, agents, and licensors, from and against all losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from any violation of these Terms or the failure to fulfill any obligations relating to your account incurred by you or any other person using your account. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under these Terms. In such an event, you agree to provide us with such cooperation as is reasonably requested by us.
If you are a NFG member in the United States (including its possessions and territories), you and NFG agree that any dispute, claim or controversy arising out of or relating in any way to the NFG Services, these Terms and this Arbitration Agreement, shall be determined by binding arbitration or in small claims court. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award and nothing in this Arbitration Agreement shall be interpreted as limiting any non-waivable statutory rights. You agree that, by agreeing to these Terms, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision, and that you and NFG are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your NFG membership.
If you elect to seek arbitration or file a small claims court action, you must first send to NFG, by certified mail, a written Notice of your claim ("Notice"). The Notice to NFG must be addressed to: Legal Department, North Food Group Inc. 1245 West Royal Lane, Irving, TX 75063 ("Notice Address"). If NFG initiates arbitration, it will send a written Notice to the email address used for your membership account. A Notice, whether sent by you or by NFG, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If NFG and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or NFG may commence an arbitration proceeding or file a claim in small claims court.
The arbitration will be governed by the Commercial Arbitration Rules (the "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by writing to the Notice Address. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this arbitration agreement. Unless NFG and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your residence. The arbitrator's award shall be final and binding on all parties, except (1) for judicial review expressly permitted by law or (2) if the arbitrator's award includes an award of injunctive relief against a party, in which case that party shall have the right to seek judicial review of the injunctive relief in a court of competent jurisdiction that shall not be bound by the arbitrator's application or conclusions of law.
If your claim is for US$10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US$10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision explaining the essential findings and conclusions on which the award is based. If the arbitrator issues you an award that is greater than the value of NFG's last written settlement offer made before an arbitrator was selected (or if NFG did not make a settlement offer before an arbitrator was selected), then NFG will pay you the amount of the award or US$250, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules.
YOU AND NFG AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and NFG agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void.
These Terms and any other matters related to or arising from your use of the Services, shall be governed by and construed in accordance with the laws of the state of Delaware, without resort to its conflict of law principles.
To find more information about our Services, if you need assistance with your account, or have questions about your order, please visit the Contact Us on our website. In the event of any conflict between these Terms and information provided by Customer Service or other portions of our Services, these Terms will control.
If any provision or provisions of these Terms shall be held to be invalid, illegal, or unenforceable, the validity, legality and enforceability of the remaining provisions shall remain in full force and effect.
NFG may, from time to time, change these Terms. Such revisions shall be effective immediately; provided however, for existing members, such revisions shall, unless otherwise stated, be effective 30 days after posting.
We will send you information relating to your account (e.g. payment authorizations, invoices, changes in password or payment method, confirmation messages, notices) in electronic form only, to the contact information provided during your account registration. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.