DONATION TERMS AND CONDITIONS
THESE DONATION TERMS AND CONDITIONS CONSTITUTE A LEGALLY BINDING AGREEMENT BETWEEN RECIPIENT AND RXBAR IF RECIPIENT RECEIVES ANY PRODUCT FROM RXBAR. DONATION OF ANY PRODUCT TO RECIPIENT SHALL BE DETERMINED BY RXBAR IN ITS SOLE DISCRETION.
Last revised: September 21, 2018
These terms and conditions of donation (“Terms and Conditions”) govern the donation of products by Chicago Bar Company LLC d/b/a RXBAR, an Illinois limited liability company (“Company”) to the recipient (“Recipient”) set forth in the related submission form (“Submission”). Recipient and Company may be referred to as the Parties.
1. Donation and Purpose Overview.
Company may choose, in its sole discretion, to donate all or part of the amount and type of Company products requested by Recipient (“Products” or “Donation”) to be used by Recipient only for the purpose or event identified in the Submission (“Purpose”) and for no other purpose (including resale). Company’s Donation shall not be construed as an endorsement of the Purpose or the Recipient, and the Donation shall not be construed as a recurring Donation or obligation of Company.
It is expressly understood and agreed by the Parties that: (a) Company’s in-kind support in respect to the Purpose shall not exceed the Donation; and (b) any expenses incurred by Recipient pursuant to these Terms and Conditions shall be paid by Recipient with no contribution from Company.
Recipient must handle the Products with care and store them according to Company’s instructions, without altering them. Recipient shall ensure that the Products are stored in sanitary and appropriate conditions for edible food products. Recipient is solely responsible for the Products in its possession.
Recipient may not disclose and must keep confidential all of Company’s proprietary, confidential, or non-public information (“Confidential Information”).
Recipient shall indemnify, defend, and hold Company harmless, including its directors, officers, employees, agents, and volunteers, from and against any and all suits, claims, demands, liabilities, damages, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating in any way to the Recipient’s obligations, representations, or warranties in connection with the Purpose or these Terms and Conditions. Company shall promptly notify the Recipient of any such claim or cause of action and shall cooperate with the Recipient (at the Recipient’s expense) in a reasonable manner to facilitate the defense of such claim.
The Recipient shall not depict or allow Company to be depicted in a manner that could reasonably be perceived as negative, derogatory, or detrimental to the brands, name, reputation, or trademarks of Company.
7. No Partnership.
The Donation does not constitute or give rise to a partnership between the Parties.
8. Modification; No Waiver.
These Terms and Conditions set forth all terms of the grant and replaces any and all prior understandings and agreements. Any modification or amendment may be made by Company, at any time, without prior notice to Recipient. A waiver of any breach of or provision of these Terms and Conditions shall not be deemed to constitute a waiver of any succeeding breach or provision.
In case any one or more of the provisions contained in these Terms and Conditions shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof, and these Terms and Conditions shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.
10. Applicable Law.
These Terms and Conditions will be construed in accordance with the laws of the State of Illinois, without regard to its conflict of law principles. The Parties agree that any and all proceedings arising out of, relating to, or referencing these Terms and Conditions shall be brought in, and only in, the federal or local courts in Chicago, IL. RECIPIENT WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY IN ANY ACTION, SUIT, CLAIM OR PROCEEDING BROUGHT TO ENFORCE, DEFEND OR INTERPRET ANY RIGHTS OR REMEDIES ARISING HEREUNDER, RELATING TO OR IN CONNECTION WITH THESE TERMS AND CONDITIONS.