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AGREEMENT BETWEEN USER AND AMERICAN ITALIAN PASTA COMPANY REGARDING TERMS OF USE The "AIPC.com" Web site and the "MAKESAMEAL.com" Web sites are operated by American Italian Pasta Company ("AIPC"), a Delaware Corporation headquartered in Kansas City, Missouri. RESTRICTIONS ON USE The AIPC.com Web site, the MAKESAMEAL.com Website or any other Web site belonging to or operated by AIPC (individually or collectively, the "AIPC.com Web site") are offered to you conditioned on your acceptance, without modification, of the terms, conditions, and notices contained herein (this "Agreement). Your use of the AIPC.com Web site constitutes your agreement to all such terms, conditions, and notices as set forth below and in all links to this Agreement. MODIFICATION OF TERMS OR USE AIPC reserves the right to change the terms under which the AIPC.com Web site is offered at any time without prior notice to users. PERSONAL AND NON-COMMERCIAL USE Unless otherwise expressly agreed by AIPC, this Web site is for your personal and non-commercial use. You may not copy, distribute, transmit, display, perform, publish, reproduce, license, create derivative works from, transfer or sell any information obtained from the AIPC.com Web site. Subject to all terms of this Agreement, you may download information obtained from the AIPC.com Web site for your personal, non-commercial use only, provided you keep all copyright and other proprietary notices in tact. NO UNLAWFUL OR PROHIBITED USE As a condition of your use of the AIPC.com Web site, you represent and warrant to AIPC that you will not use the Web site for any purpose that is unlawful or prohibited by this Agreement. You may not use the AIPC.com Web site in any manner which could damage, disable, overburden, or impair it (or the network(s) connected to the AIPC.com Web site) or interfere with any other party's use of the AIPC.com Web site. You may not obtain or attempt to obtain any materials or information through any means not made available or provided to you through the AIPC.com Web site. MATERIALS PROVIDED TO AIPC OR POSTED TO THE AIPC.COM WEB SITE If you submit any feedback, suggestions, recipes or other communications (each "Submission" and collectively "Submissions") to the AIPC.com Web site or to AIPC, you are granting AIPC, its subsidiaries and affiliated companies and its designees a world wide, royalty free, irrevocable, perpetual, unrestricted license to use your Submission in connection with the operation of AIPC's businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission. No compensation will be paid with respect to the use of your Submission, as provided herein. AIPC is under no obligation to post or use any Submission you may provide and AIPC may remove any Submission at any time in its sole discretion. By inputting or otherwise providing your Submission, you represent and warrant that you own all rights to the information contained in your Submission. COPYRIGHT AND TRADEMARK NOTICES All contents of the AIPC.com Web site are: Copyright 2007. American Italian Pasta Company, 4100 N. Mulberry Drive, Kansas City, Missouri 64116. All rights reserved. Material found on the AIPC.com Web site contains the valuable properties of AIPC, embodying substantial creative efforts, no part of which may be produced or transmitted in any form or by any means, or retained in any storage or retrieval system, without the express written permission of AIPC. AIPC reserves all rights in it's trademarks, service marks and trade names. NOTICES AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to the Service Provider's Designated Agent. Send notifications to: Pam Lane, Legal Services Manager American Italian Pasta Company 4100 N. Mulberry Drive, Suite 200 Kansas City, Missouri 64116 Fax: 816-584-5100 plane@www.aipc.com LINKS TO THIRD PARTY SITES / BUSINESS RELATIONSHIPS AIPC makes no representations whatsoever about any other Web site which you may access through the AIPC.com Web site ("Linked Sites"). The Linked Sites are not under the control of AIPC and AIPC is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site, or any changes or updates to a Linked Site. AIPC is not responsible for web casting or any other form of transmission received from any Linked Site nor is AIPC responsible if the Linked Site is not working appropriately. AIPC is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by AIPC of the site or any association with its operators. You are responsible for viewing, being aware of and abiding by the privacy policies and terms of use posted at the Linked Sites. PRIVACY AND PROTECTION OF PERSONAL INFORMATION See the Privacy Policy for disclosures relating to the collection and use of your personal information. USER REPRESENTATIONS You represent and warrant that you are at least eighteen (18) years of age and that you have the legal right and ability to enter into this Agreement and use the AIPC.com Web site. You agree to be fully and solely responsible for any child or other minor member of your household who may use or attempt to use the AIPC.com Web site. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY THE INFORMATION, SOFTWARE, PRODUCTS AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE AIPC.COM WEB SITE MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE AIPC.COM WEB SITE AND TO THE INFORMATION THEREIN. AIPC AND/OR ITS RESPECTIVE VENDORS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE AIPC.COM WEB SITE AT ANY TIME WITHOUT NOTICE. AIPC AND/OR ITS RESPECTIVE VENDORS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES OR OTHER HARMFUL COMPONENTS AND ACCURACY OF THE INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS CONTAINED WITHIN THE AIPC WEB SITE FOR ANY PURPOSE. ALL SUCH INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. AIPC AND/OR ITS RESPECTIVE VENDORS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE AND NON-INFRINGEMENT. YOU SPECIFICALLY AGREE THAT AIPC SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THE AIPC.COM WEB SITE. YOU SPECIFICALLY AGREE THAT AIPC IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT AIPC IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING AND/OR INCLUDED IN THE AIPC.COM WEB SITE BY ANY THIRD PARTY. IN NO EVENT SHALL AIPC AND/OR ITS VENDORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OR PERFORMANCE OF THE AIPC.COM WEB SITE, WITH THE DELAY OR INABILITY TO USE THE AIPC.COM WEB SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, AND RELATED GRAPHICS OBTAINED THROUGH THE AIPC.COM WEB SITE , OR OTHERWISE ARISING OUT OF THE USE OF THE AIPC.COM WEB SITE , WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF AIPC OR ANY OF ITS VENDORS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR DIRECT, CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE AIPC.COM WEB SITE, OR WITH ANY OF THESE TERMS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE AIPC.COM WEB SITE. NOTWITHSTANDING THE FOREGOING, THE TOTAL LIABILITY OF AIPC, ITS AFFILIATES AND SUBSIDIARIES, AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS AND VENDORS, IF ANY, FOR LOSS OF DAMAGE, SHALL NOT EXCEED THE CONSIDERATION OR FEES PAID BY THE USER FOR THE PARTICULAR INFORMATION OR SERVICES PROVIDED. INDEMNIFICATION YOU AGREE TO INDEMNIFY, DEFEND AND HOLD AIPC, ITS PARENTS, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS HARMLESS FROM ANY CLAIM, DEMAND, OR DAMAGE, INCLUDING REASONABLE ATTORNEY'S FEES, ASSERTED BY ANY THIRD PARTY DUE TO OR ARISING OUT OF ANY VIOLATION OF THIS AGREEMENT OR ANY ACTIVITY RELATED TO YOUR USE OF THE AIPC.COM WEB SITE OR USE BY ANY PERSON FOR WHOM YOU ARE RESPONSIBLE. GENERAL This Agreement and all disputes arising there under shall be governed by the laws of the State of Missouri, U.S.A. You irrevocably consent to exclusive jurisdiction and venue of the state and federal courts for Clay County, Missouri. Any claim or cause of action you may have against AIPC, its subsidiaries or affiliates (or any officer, director, employee, agent thereof) must be commenced within one (1) year of when such cause of action arises. Use of the Web site is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, including without limitation this section. If any part of this Agreement is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect. AIPC's failure to insist on the strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. You agree that no joint venture, partnership, employment or agency relationships exist between you and AIPC as a result of this Agreement or your use of the AIPC.com Web site. You agree that AIPC's performance under this Agreement is subject to applicable law and legal process, and that nothing in this Agreement restricts AIPC's right or obligation to comply with any governmental, court or law enforcement request or requirement relating to your use of the AIPC.com Web site. ENTIRE AGREEMENT Unless otherwise specified herein, this Agreement constitutes the entire agreement between the user and AIPC with respect to the AIPC.com Web site and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between the user and AIPC with respect to the AIPC.com Web site. ELECTRONIC RECORDS AND COMMUNICATIONS - NOTICES A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. AIPC may deliver notice to you under this Agreement by means of electronic mail, a general notice on the AIPC.com Web site or by first class U.S. mail. You may send notices to AIPC via electronic mail to webmaster@www.aipc.com or to: 4100 N. Mulberry Drive, Suite 200 Kansas City, Missouri 64116 Attn: Legal Services Manager CONTACT US If you have any questions, comments, or concerns, please contact us via e-mail at: webmaster@www.aipc.com. Copyright © 2007 American Italian Pasta Company. All rights reserved. |



