VF IMAGEWEAR, INC. TERMS OF USE

Last Modified Date: February 27, 2014

Welcome to the RedKap.com (“Website”) operated by VF Imagewear, Inc. (referred to herein as “VF Imagewear”, “we”, “us”, “our” and “ours”). These Terms of Use apply to all visitors, users, and others who access this Website (“you”).

TERMS OF USE

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE. YOUR USE OF THIS WEBSITE CONFIRMS YOUR UNCONDITIONAL ACCEPTANCE OF THE FOLLOWING TERMS AND CONDITIONS AND TO THE COLLECTION AND USE OF YOUR INFORMATION AS SET FORTH IN OUR PRIVACY POLICY. IF YOU DO NOT ACCEPT THESE TERMS OF USE OR THE TERMS OF OUR PRIVACY POLICY, DO NOT USE THIS WEBSITE.

Changes to the Terms of Use

We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Website thereafter.

Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Accessing the Website and Account Security

We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users.

To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with this Website or otherwise, including but not limited to through the use of any interactive features on the Website, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password or other security information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. We will not be liable for any losses caused by any unauthorized use of your account. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We care about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

International Access

This Website may be accessed from countries other than the United States. This Website may contain products or references to products that are not available outside of the United States. Any such references do not imply that such products will be made available outside the United States. If you access and use this Website outside the United States you are responsible for complying with your local laws and regulations. You understand that by using the Website you consent to having your personally identifiable information collected, used, transferred to and processed in the United States.

Our Intellectual Property Rights

This Website and its entire content, features, functionality, and appearance (including, without limitation, all product names, text, photographs, graphics, logos, slogans, and colors) are either the property of, or used with permission by, VF Imagewear and are protected by United States and international copyright, trademark, and other applicable laws. You may not modify the information or materials located on this Website in any way or reproduce, copy, download, stream or publicly display, perform, or distribute or otherwise use any such materials for any public or commercial purpose. Any unauthorized use of any such information or materials is a breach of these Terms of Use and may violate copyright laws, trademark laws, laws of privacy and publicity, and other laws and regulations.

Certain trademarks, trade names, service marks and logos used or displayed on this Website are registered and unregistered trademarks, trade names and service marks in the U.S. and other countries of VF Imagewear. Other trademarks, trade names and service marks used or displayed on this Website are the registered and unregistered trademarks, trade names and service marks of their respective owners. Nothing contained on this Website grants or should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademarks, trade names, service marks or logos displayed on this Website without our prior written permission or the written permission of such third party owner. If you wish to make use of any material on the Website other than that set out in this section, please contact us by clicking on the Contact link on this Website’s home page.

Subject to the terms and conditions of these Terms of Use, you are hereby granted a non-exclusive, limited, non-transferable, freely revocable license to use the Website for your personal, noncommercial use only and as permitted by the features of the Website. We reserve all rights not expressly granted herein in the Website. We may terminate this license at any time for any reason or no reason.

Prohibited Uses

You agree not to engage in any of the following prohibited activities: (i) copying, distributing, or disclosing any part of the Website in any medium, including without limitation by any automated or non-automated “scraping”; (ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Website in a manner that sends more request messages to our servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (iii) transmitting spam, chain letters, or other unsolicited email; (iv) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Website; (v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure (including, without limitation, participating in a denial-of-service attack against the Website); (vi) uploading invalid data, viruses, worms, or other software agents through the Website; (vii) collecting or harvesting any personally identifiable information, including account names, from the Website; (viii) using the Website for any commercial solicitation purposes; (ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; (x) interfering with the proper working of the Website; (xi) accessing any content on the Website through any technology or means other than those provided or authorized by the Website; (xii) bypassing the measures we may use to prevent or restrict access to the Website, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Website or the content therein; or (xiii) using the Website in any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries).

User Content

Any material, information, suggestions, ideas, concepts, know-how, techniques, questions, comments, or other content you transmit or post to this Website in any manner ("User Content") is and will be considered non-confidential and non-proprietary. We may, but are not obligated to, monitor or review any User Content. We shall have no obligation to use, return, review, or respond to any User Content, and we will have no liability related to such User Content, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. We retain the right to remove any or all User Content that includes any material we deem inappropriate or unacceptable in our sole and absolute discretion.

In addition to the foregoing, you may not post or transmit in connection with this Website any User Content that:

For the purposes of these Terms of Use, “Proprietary Rights” means all moral rights, rights of publicity or privacy, patent rights, copyrights, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

We take no responsibility and assume no liability for any User Content that you or any other third party posts or sends over the Website. You shall be solely responsible for your User Content and the consequences of posting or publishing it, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. You understand and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to your purpose, and you agree that we shall not be liable for any damages you allege to incur as a result of User Content.

In connection with your User Content, you affirm, represent and warrant the following:

  1. You have the written consent of each and every identifiable natural person in the User Content to use such person’s name or likeness in the manner contemplated by the Website and these Terms of Use, and each such person has released you from any liability that may arise in relation to such use.
  2. Your User Content and our use thereof as contemplated by these Terms of Use will not violate any law or infringe any rights of any third party, including but not limited to any Proprietary Rights.
  3. We may exercise the rights to your User Content granted under these Terms of Use without liability for payment of any guild fees, residuals, payments, fees, or royalties payable under any collective bargaining agreement or otherwise.
  4. We may disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their Proprietary Rights.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website. YOU WAIVE AND HOLD HARMLESS VF IMAGEWEAR AND ITS AFFILIATES FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE COMPANY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER VF IMAGEWEAR OR LAW ENFORCEMENT AUTHORITIES.

User Content License Grant

You hereby grant to us (and our successors and affiliates) a royalty-free, perpetual, irrevocable, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display all content, remarks, suggestions, ideas, graphics, photos, or any other User Content you communicate through this Website, and to incorporate any User Content in other works in any form, media, or technology now known or later developed. We will not be required to treat any User Content as confidential, and may use any User Content in our business (including, without limitation, for products or advertising) without incurring any liability for royalties or any other consideration of any kind, and will not incur any liability as a result of any similarities that may appear in our future business operations.

You also hereby grant each user of the Website a non-exclusive license to access your User Content through the Website, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Website and under these Terms of Use.

Testimonials

We actively encourage and request that you submit testimonials relating to your personal experiences with VF Imagewear apparel or this Website (a "Testimonial"). You agree that we are under no obligation to use your Testimonial. By submitting a Testimonial you hereby consent, without further consideration, to the use of your likeness, voice, name (limited only to your first name, first initial of last name, city and state) and/or any statements made in such Testimonial in the dramatization, publication, display, copying, reproduction, performance and/or distribution, throughout the world, by or on our behalf of any image or photograph you submitted in a Testimonial in connection with the creation of marketing/sales print advertising, or Website content including, without limitation, this Website, or an audiovisual work to be used by us or a third party authorized by us, either as a complete unit or in segments or in any derivative form, in any way we deem appropriate and for any purpose whatsoever in any medium including, without limitation, the Internet. You specifically agree that any Testimonial may be reproduced orally using a third party. You waive any rights of privacy and publicity, moral or other rights you may have in any such Testimonial. This Testimonial consent supersedes and replaces any and all prior or contemporaneous agreements, understandings or arrangements, whether oral or written, previously made between the parties regarding, and constitutes the entire understanding of the parties with respect to, any Testimonial. This Testimonial consent may not be modified, changed, altered or amended except by written agreement of both parties. We reserve the right to use persons other than the person submitting the Testimonial to vocalize or act out a Testimonial or to create its own Testimonial based on adaptations or compendiums of Testimonials.

DMCA Notice

Since we respect artist and content owner rights, it is our policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Website, please notify our copyright agent as set forth in the DMCA. For your complaint to be valid under the DMCA, you must provide the following information in writing:

  1. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
  2. Identification of the copyrighted work that you claim has been infringed;
  3. Identification of the material that is claimed to be infringing and where it is located on the Website;
  4. Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, e-mail address;
  5. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
  6. A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.

The above information must be submitted to the following DMCA Agent:

Attn:
DMCA Notice
Legal Department
VF Imagewear, Inc.

Address:
545 Marriott Drive, Suite 200
Nashville, TN 37214
Telephone: 615.565.5000
Facsimile: 615.882.8180

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please note that this procedure is exclusively for notifying us and our affiliates that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding your rights and obligations under the DMCA and other applicable laws.

In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. We may also in our sole discretion limit access to the Website and/or terminate the accounts of any users who infringe any Proprietary Rights of others, whether or not there is any repeat infringement.

Accuracy of Information

We attempt to ensure that information on this Website is complete, accurate and current. Despite our efforts, the information on this Website may occasionally be incomplete, inaccurate or out of date. We make no representation as to the completeness, accuracy or currentness of any information on this Website. For example, products included on the Website may be unavailable, may have different attributes than those listed, or may actually carry a different price than that stated on the Website. In addition, we may make changes in information about price and availability without notice. While it is our practice to confirm orders by email, the receipt of an email order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a product or service. We reserve the right, without prior notice, to limit the order quantity on any product or service and/or to refuse service to any customer. We also may require verification of information prior to the acceptance and/or shipment of any order.

Third Party Links to Other Websites

From time to time, this Website may contain links to websites that are not owned, operated or controlled by us or our affiliates. All such links are provided solely as a convenience to you. If you use these links, you will leave this Website. We do not assume any responsibility for any content, materials, or other information located on or accessible from any other website. We encourage you to read the privacy policies and terms and conditions posted on any other website. Neither we nor any of our affiliates endorse, guarantee, or make any representations or warranties regarding any other website, or any content, materials or other information located or accessible from such websites, or the results that you may obtain from using such websites. If you decide to access any other website linked to or from this Website, you do so entirely at your own risk.

Links, Frames, and Metatags

You may link to any page of this Website as long as the link does not cast us in a false or misleading light.

You may not use metatags or other “hidden text” that incorporates VF Imagewear trademarks, brands or our name to promote the sale of products that we manufacture. Any other use of these items is not allowed without our prior written consent.

Disclaimer of Warranties

THIS WEBSITE AND THE INFORMATION, CONTENTS, GRAPHICS, DOCUMENTS AND OTHER ELEMENTS INCLUDED HEREIN (COLLECTIVELY THE "CONTENTS") ARE PROVIDED ON AN “AS IS” BASIS WITH ALL FAULTS AND WITHOUT ANY WARRANTY OF ANY KIND INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY. THE CONTENTS OF THIS WEBSITE COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR MAY BE OUT OF DATE, AND NEITHER WE NOR ANY OF OUR AFFILIATES MAKE ANY COMMITMENT OR ASSUME ANY DUTY TO UPDATE SUCH MATERIALS OR SERVICES. CHANGES ARE PERIODICALLY ADDED TO THE CONTENTS OF THIS SITE. VF IMAGEWEAR MAY MAKE IMPROVEMENTS, DELETIONS, CHANGES OR OTHER MODIFICATIONS TO THIS SITE, THE CONTENTS HEREOF, AND THE PRODUCTS AND SOFTWARE DESCRIBED HEREIN AT ANY TIME WITHOUT NOTICE.

ITEMS SHOWN IN INVENTORY ARE SUBJECT TO CHANGE AND AVAILABILITY. ALL ORDERS PLACED ON THIS WEBSITE ARE SUBJECT TO CREDIT APPROVAL. ACCEPTANCE OF ANY ORDERS PLACED ON THIS WEBSITE SHALL NOT BE DEEMED TO HAVE OCCURED UNTIL SUCH ORDERS ARE SHIPPED BY VF IMAGEWEAR. ALL PRODUCTS AND SERVICES PURCHASED ON OR THROUGH THIS WEB SITE ARE SUBJECT ONLY TO ANY APPLICABLE WARRANTIES OF THEIR RESPECTIVE MANUFACTURES, DISTRIBUTORS AND SUPPLIERS, IF ANY.

TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, VF IMAGEWEAR HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE OR ITS CONTENTS, AND ANY PRODUCTS AND SERVICES LISTED OR PURCHASED ON OR THROUGH THIS WEBSITE, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

Limitation of Liability

IN NO EVENT WILL VF IMAGEWEAR, ITS AFFILIATES, OR THEIR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES OR OTHER AUTHORIZED REPRESENTATIVES BE LIABLE FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, WARRANTY OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING LIMITATIONS ON LIABILITY DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. PLEASE REFER TO YOUR LOCAL LAWS FOR ANY SUCH PROHIBITIONS.

IN THE EVENT OF ANY PROBLEM WITH THIS WEBSITE OR ANY CONTENT, YOU AGREE THAT YOUR SOLE REMEDY IS TO CEASE USING THIS WEBSITE. IN THE EVENT OF ANY PROBLEM WITH THE PRODUCTS OR SERVICES THAT YOU HAVE PURCHASED ON OR THROUGH THIS WEBSITE, YOU AGREE THAT YOUR SOLE REMEDY, IF ANY, IS FROM THE MANUFACTURER OF SUCH PRODUCTS OR SUPPLIER OF SUCH SERVICES, IN ACCORDANCE WITH SUCH MANUFACTURER'S OR SUPPLIER'S WARRANTY, OR TO SEEK A RETURN AND REFUND FOR SUCH PRODUCT OR SERVICES IN ACCORDANCE WITH THE RETURNS AND REFUNDS POLICIES POSTED ON THIS WEBSITE.

THE WEBSITE IS CONTROLLED AND OPERATED FROM FACILITIES IN THE UNITED STATES. WE MAKE NO REPRESENTATIONS THAT THE WEBSITE IS APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE WEBSITE FROM OTHER JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE ENTIRELY RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE UNITED STATES AND LOCAL LAWS AND REGULATIONS, INCLUDING BUT NOT LIMITED TO EXPORT AND IMPORT REGULATIONS. YOU MAY NOT USE THE WEBSITE IF YOU ARE A RESIDENT OF A COUNTRY EMBARGOED BY THE UNITED STATES, OR ARE A FOREIGN PERSON OR ENTITY BLOCKED OR DENIED BY THE UNITED STATES GOVERNMENT.

Indemnification

You agree to defend, indemnify and hold VF Imagewear and its directors, officers, employees and agents, harmless from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to (a) your use of this Website, including any User Content, data or information transmitted by received by you; (b) any unacceptable use of this Website, including any statement, data or content made, transmitted or republished by you which is prohibited by these Terms of Use; (c) your violation of any third-party right, including without limitation any right of privacy or Proprietary Rights; and (d) any other party’s access and use of the Website with your unique username, password or other appropriate security code.

Governing Law

These Terms of Use will be governed by the laws of the State of Tennessee applicable to contracts made and performed there without regard to its conflicts of law principles. You agree to submit to the exclusive jurisdiction of the state and federal courts sitting in the State of Tennessee and Davidson County and waive any jurisdictional, venue, or inconvenient forum objections to such courts.

Termination

We reserve the right to suspend the Website or terminate your account or your use of this Website at any time, without notice, for any reason or no reason, including, without limitation, for your violation of any of the provisions of these Terms of Use. The Disclaimer of Warranties, Limitation of Liability, and Governing Law sections of these Terms of Use shall survive any such termination.

Limitation on Time to File Claims

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Waiver and Severability

No waiver of any term of these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Use will continue in full force and effect.

Additional Assistance

If you do not understand any of the foregoing Terms of Use or if you have any questions or comments, we invite you to please contact us by clicking on the Contact link on this Website’s home page.