Terms of Use
Applicability and Acceptance of Terms and Conditions of Use
Except as otherwise set forth herein, these general terms and conditions of use (“Terms and Conditions”) govern your use of Flowers Foods´ web sites that include, but are not limited to: www.flowersfoods.com, www.tastykake.com, www.naturesownbread.com, www.mrsfreshleys.com, www.cobblestonemill.com, www.holsumaz.com, www.naturesowndistributors.com, www.juareztortillas.com, www.leosfoods.com and www.derst.com(collectively, “our web sites”). Flowers Foods, its subsidiaries and affiliates, and their employees, officers, directors, and agents are collectively referred to in these Terms and Conditions as “Flowers Foods,” “we,” “our,” or “us.” By accessing and using our web sites, you acknowledge that you have read and agree to these Terms and Conditions. If you do not agree to be bound by these Terms and Conditions, then you are requested to immediately exit this site. Flowers Foods may take any action it deems appropriate, including, but not limited to, restricting your access to our web sites or terminating our services to you if we determine, in our sole discretion, that you have violated these Terms and Conditions.
Revisions to Terms and Conditions
These Terms and Conditions may be changed, modified, supplemented or updated by Flowers Foods from time to time without advance notice by posting here and you will be bound by any such changed, modified, supplemented or updated Terms and Conditions if you continue to use any of our web sites after such changes are posted. Unless otherwise indicated, any new content, products and services added to our web sites will also be subject to these Terms and Conditions effective upon the date of any such addition. You are encouraged to review these Terms and Conditions periodically for updates and changes.
Other Applicable Terms and Conditions
These Terms and Conditions do not govern services available from Flowers Foods (even those services that may be ordered or provided by us through our web sites) to the extent that any specific terms and conditions apply to such services. Those services are instead governed by the specific agreements, policies, instructions, statements, laws, and regulations relating to such services, and such governing documents will control in the event of a conflict with these Terms and Conditions or any material contained on our web sites.
Intellectual Property Protection
We will aggressively enforce our intellectual property rights to the fullest extent of the law, including criminal prosecution. You acknowledge that the web sites´ content constitutes valuable proprietary information that is protected by applicable intellectual property and other proprietary rights, laws, and treaties of the United States and other countries, and that you acquire no ownership interest by accessing and using the web sites and the content. Such intellectual property and proprietary rights may include, but are not limited to, various patents, copyrights, trademarks and service marks, registered trademarks and service marks, trade dress protection, and trade secrets, and all such rights are and shall remain the property of Flowers Foods or our licensors and content-providers.
Copyright
All content included on our web sites and their related software is our property or the property of our content providers, and is protected by copyright law. We and our content providers retain all right, title, and interest in our web sites´ content. We grant you the nonexclusive, nontransferable, limited, and revocable right to print individual pages from our web sites, without alteration, for your own personal, noncommercial use, and for your consideration in connection with the possibility of doing business with us. Except as allowed in these Terms and Conditions, you may not produce, publish, transmit, distribute, display, modify, create derivative works from, or exploit in any way, in whole or in part, any of the contents of our web sites or any related software without the prior written consent of us or our content providers. This license does not include any resale or commercial use of our web sites or their content or any use of data mining, robots, or similar data gathering and extraction tools. You may not frame or utilize framing techniques to enclose any Trademark (as defined below), or other proprietary information (including images, text, page layout, or form) of Flowers Foods without Flowers Foods’ express written consent. You may not use any meta-tags or any other “hidden text” utilizing any of our name(s) or Trademarks without the express written consent of their respective owners. Any unauthorized use of our web sites terminates the permission granted by Flowers Foods in these Terms and Conditions to access our web sites.
Notice Regarding Copyright Agent
Flowers Foods respects the intellectual property rights of others and requests that users of our web sites do the same. If you believe that any content on any of our web sites violates or infringes upon your intellectual property rights pursuant to Title 17, United States Code, Section 512(c)(2), please provide a notice to the designated Copyright Agent (as set forth below) for the applicable web site containing the following:
An electronic or physical signature of a person authorized to act on behalf of the owner of the copyright interest;
Identification of the copyrighted work claimed to have been infringed;
Identification of the material that is claimed to be infringing and information reasonably sufficient to permit Flowers Foods to locate the material;
The address, telephone number, and, if available, an e-mail address at which the complaining party may be contacted;
A representation that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
A representation that the information in the notice is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Copyright infringement claims and notices should be sent to:
Flowers Foods, Inc.
Attn: Counsel
1919 Flowers Circle
Thomasville, GA 31757
Trademarks
All trademarks, characters, and service marks, and the other source identifying names, graphics, and logos (collectively “Trademarks”) displayed and used on our web sites belong to us or have been licensed to us. The Trademarks may not be used without our prior written permission. We do not permit the use of our Trademarks in advertising, as an endorsement for any product or service, or for any other purpose, commercial or otherwise, without our prior written approval. Nothing contained in our web sites should be construed as granting any license or right to use any Trademarks displayed and used on our web sites. Any use and/or misuse of the Trademarks displayed and used on our web sites, or any other content on our web sites, except as provided in these Terms and Conditions, is strictly prohibited.
DISCLAIMER
OUR WEB SITES, INCLUDING, WITHOUT LIMITATION, ALL INFORMATION, CONTENT, AND SERVICES MADE AVAILABLE ON OUR WEB SITES, ARE PROVIDED “AS IS.” WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND OR NATURE WHATSOEVER REGARDING THE CONTENT OR SERVICES OF OUR WEB SITES, OR HYPERTEXT LINKS TO OTHER OUTSIDE WEB SITES. WE DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES OF ANY KIND OR NATURE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, WARRANTIES RELATED TO ANY COURSE OF DEALING, USAGE OR TRADE PRACTICE, AND IMPLIED WARRANTIES OF NONINFRINGEMENT, TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. WE DO NOT WARRANT OR MAKE ANY REPRESENTATION THAT YOUR ACCESS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT OUR WEB SITES AND MATERIAL ACCESSIBLE FROM OUR WEB SITES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
OUR WEB SITES INCLUDE INFORMATION THAT IS SUBJECT TO CHANGE WITHOUT NOTICE. WHILE WE DESIRE THAT THE INFORMATION ON OUR WEB SITES BE UP-TO-DATE AND ACCURATE, IT IS YOUR SOLE RESPONSIBILITY TO CONFIRM THE ACCURACY, COMPLETENESS AND RELIABILITY OF SUCH INFORMATION BEFORE ACTING OR RELYING THEREON, OR MAKING ANY INVESTMENT DECISIONS IN CONNECTION THEREWITH, AND YOU MUST EXERCISE YOUR OWN INDEPENDENT INVESTIGATION AND TECHNICAL AND BUSINESS JUDGMENT. WE ARE NOT RENDERING YOU ANY PROFESSIONAL OR FINANCIAL SERVICES, ADVICE BY VIRTUE OF OUR WEB SITES, OR ANY COMMUNICATIONS IN CONNECTION WITH OUR WEB SITES. WE DO NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING THE USE OF THE INFORMATION, CONTENT, OR SERVICES ON OUR WEB SITES OR THE ACCURACY OR RELIABILITY OF SUCH INFORMATION, CONTENT, OR SERVICES. WE RESERVE THE RIGHT, WITHOUT NOTICE, AND AT OUR SOLE DISCRETION, TO DENY ANY USER ACCESS TO OUR WEB SITES OR ANY PORTION THEREOF. YOUR USE OF OUR WEB SITES IS AT YOUR OWN RISK.
Your Use of Our Web Sites
You may access our web sites to browse and to use our services for only lawful purposes including, but not limited to, (i) gathering information about us and our products and services, (ii) gathering general baking and nutritional information, (iii) registering for contests or sweepstakes, and (iv) accessing and playing online games.
Prohibited Use
Any use or attempted use of our web sites (i) for any unlawful, unauthorized, fraudulent or malicious purpose; (ii) that could damage, disable, overburden, or impair any server, or the network(s) connected to any server; (iii) that could interfere with any other party’s use and enjoyment of our web sites; (iv) to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means; (v) to access systems, data or information not intended by Flowers Foods to be made accessible to a user; (vi) to attempt to obtain any materials or information through any means not intentionally made available by us; or (vii) any use other than the purpose for which it was intended, is prohibited.
In addition, in connection with our use of our web sites, you agree you will not:
Upload or transmit any message, information, data, text, software or images, or other content (“Material”) that is unlawful, immoral, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable, or that may invade another’s right of privacy or publicity;
Create a false identity for the purpose of misleading others or impersonate any person or entity, including, without limitation, any Flowers Foods representative, or falsely state or otherwise misrepresent your affiliation with a person or entity;
Upload or transmit any material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as nondisclosure agreements);
Upload files that contain viruses, Trojan horses, worms, time bombs, cancel-bots, corrupted files, or any other similar software or programs that may damage the operation of another’s computer or property of another;
Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
Use of any of our web sites´ communication features in a manner that adversely affects the availability of its resources to other users (e.g., excessive shouting, use of all caps, or flooding continuous posting of repetitive text);
Upload or transmit any unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes” or any other form of solicitation, commercial or otherwise; h. Violate any applicable local, state, national or international law;
Violate any applicable local, state, national or international law;
Upload or transmit any material that infringes any patent, trademark, service mark, trade secret, copyright or other proprietary rights of any party;
Delete or revise any material posted by any other person or entity;
Probe, scan, test the vulnerability of or breach the authentication measures of, our web sites or any related networks or systems;
Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any products or services if you are not expressly authorized by such party to do so;
Harvest or otherwise collect information about others, including e-mail addresses; or
Use any robot, spider, scraper, or other automated or manual means to access our web sites, or copy any content or information on our web sites.
We reserve the right to take whatever lawful actions we may deem appropriate in response to actual or suspected violations of the foregoing, including, without limitation, the suspension or termination of a user’s access. We may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong. Except as may be expressly limited by the Privacy Policy, we reserve the right at all times to disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in our sole discretion. You also agree to reimburse us for any damage, loss, cost or expense we incur (including fees or costs of attorneys, accountants, professional advisors, and other experts incurred in connection with the defense or settlement of the foregoing) because of your use of our web sites for any unlawful or prohibited purpose.
Any information, communications, or material of any type or nature that you submit to our web sites or any of our pages contained on a social media platform is done at your own risk and without any expectation of privacy. We do not own any submissions provided via the web sites. However, by inputting/submitting such submissions you are granting us a nonexclusive, irrevocable, worldwide, sublicenseable, transferable, perpetual, unlimited, assignable, fully paid up and royalty-free right to copy, publish, prepare derivative works of, distribute, process, analyze, use and commercialize, in any way now known or in the future discovered, such submissions (or any content or materials contained therein). All submissions inputted/submitted by you via our web sites or any social media platform is at your own risk and you hereby represent and warrant that you have the full legal right to so use such submissions and that they, and any content or material contained therein, is not confidential or proprietary to any third party, nor are you using it in violation of any law or contractual restriction.
Financial
We may make financial information available through our web sites, which may or may not be audited. The information in our web sites may attempt to predict trends, which may or may not prove to be accurate. We consider portions of our web sites to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of The Securities Exchange Act of 1934, as amended. Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy, and some of which might not be anticipated. Future events and actual results, financial and otherwise, may differ materially from the results discussed in any forward-looking statements on our web sites. Factors that might cause such a difference include, but are not limited to the following: (1) local market conditions; (2) governmental laws and regulations; (3) general economic conditions; (4) interest rates; (5) our ability to obtain favorable financing; and (6) other risks detailed from time to time in filings with the Securities and Exchange Commission.
Links to Other Websites
For your convenience, certain hyperlinks may be provided on our web sites that link to other websites which are not under our control (the “Linked Websites”). We do not endorse or sponsor any Linked Websites and is not responsible for the availability, accuracy, content, or any other aspect of the Linked Websites. We disclaim all liability for such websites, for all access to and use thereof, and for use of the links to such websites. We also disclaim all liability, and make no representations or warranties, with respect to any products or services made available, sold, or provided to you by any third party. Your use of other websites, and any purchases of products or services through other websites, is subject to the terms and conditions of such other websites. You agree that you will bring no suit or claim against Flowers Foods arising from or based upon any such use of other websites (including the Linked Websites). Hyperlinks to such Linked Websites on our web sites do not imply that: (a) Flowers Foods is affiliated or associated with any Linked Website; (b) Flowers Foods is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in connection with or accessible through such links; or (c) any Linked Site is authorized to use any trademark, trade name, logo, or copyright symbol of Flowers Foods.
Privacy and Security
We take steps to preserve the privacy of personal information you submit over our web sites. Be advised, however, that the security of the Internet cannot be guaranteed and, therefore, we are not responsible for any unauthorized access to communications that you submit over the Internet. Please review the Flowers Foods Privacy Policy for more information about how we handle personal information.
Typographical Errors
Our web sites could include technical inaccuracies or typographical errors. We shall have no liability in connection with any such inaccuracies or errors, nor shall we have any obligation to identify and/or correct any such inaccuracies or errors.
Viruses
All responsibility or liability for any damages caused by viruses, malware, disabling or malicious code contained within our web sites is disclaimed.
LIMITATION OF LIABILITY
WE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT ARISE OUT OF OR RESULT FROM THE USE OR PERFORMANCE OF, OR THE INABILITY TO USE, OUR WEB SITES OR INFORMATION, SERVICES, OR FUNCTIONS ON SUCH SITES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT WILL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR ASSOCIATED WITH OUR WEB SITES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE LESSER OF $10.00 OR THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING OUR WEB SITES.
CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS. IN A JURISDICTION THAT DOES NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN DAMAGES, THE AGGREGATE LIABILITY OF FLOWERS FOODS SHALL BE LIMITED IN ACCORDANCE WITH THESE TERMS OF USE TO THE FULLEST EXTENT PERMITTED BY LAW.
We reserve the right to do any of the following at any time without notice: (i) modify, suspend, or terminate operation of or access to the web sites, or any portion of the web sites, for any reason; (ii) modify or change the web sites, or any portion of the web sites, and any applicable policies or terms; and (iii) interrupt the operation of the web sites, or any portion of the web sites, as necessary to perform routine or non-routine maintenance, perform error correction, or make other changes.
Indemnification
You agree to defend, indemnify and hold harmless Flowers Foods from and against all claims, actions, liabilities, losses, expenses, damages and costs, including but not limited to reasonable attorneys´ fees that may, at any time, arise out of or relate to your authorized, unauthorized, lawful or unlawful use of our web sites, your breach of the Terms and Conditions as stated herein or as modified from time to time in Flowers Foods´ sole discretion, your inability to access our web sites, the use of any linked web sites, your reliance on any errors or omissions in our web sites, or the propagation and/or contraction of any computer virus in connection with your use of our web sites. We reserve, and you grant to us, the right to assume exclusive defense and control of any matter subject to indemnification by you hereunder. All rights and duties of indemnification that are set forth herein shall survive termination of these Terms of Use.
Notices
Any notices to you from us regarding our web sites or these Terms and Conditions will be posted on the applicable web site or made by e-mail or regular mail.
Electronic Communications
When you visit our web sites or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on our web sites. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms of Conditions.
Password Accounts, Passwords, and Security
If you have been given the option to open an account on one of our web sites that will provide you with access to password-protected portions of such web site and you elect to do so, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form, and choose a password and user name. You are entirely responsible for maintaining the confidentiality of your password and account and for any and all activities that occur under your account. You agree to (a) immediately notify us of any unauthorized use of your account or any other breach of security of which you become aware, and (b) exit completely from your account at the end of each online session. Flowers Foods will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Flowers Foods or another party due to someone else using your account or password. You may not use anyone else’s account at any time, without the permission of the account holder.
No Agency Relationship
Neither these Terms and Conditions nor any content, materials, features, products and/or services of our web sites create any partnership, joint venture, employment, or other agency relationship between us.
General
These Terms and Conditions and the Privacy Policy referenced herein (as each may be revised and amended from time to time according to their respective terms) collectively constitute the entire agreement with respect to your access to and use of the web sites. You agree that you shall not contest the admissibility or enforceability of Flowers Foods´ copy of these Terms and Conditions in connection with any action or proceeding arising out of or relating to these Terms and Conditions. Except as expressly provided for herein, these Terms and Conditions do not confer any rights, remedies, or benefits upon any person or entity other than you and Flowers Foods. We may assign our rights and duties under these Terms and Conditions at any time to any third party without notice. You may not assign these Terms and Conditions without the prior written consent of Flowers Foods. These Terms and Conditions shall be binding on and inure to the benefit of the parties hereto and their respective successors and assigns. You are responsible for complying with any and all laws of the jurisdiction from which you are accessing the web sites and any other jurisdiction whose laws apply to you or your actions. You agree that you will not access or use the web sites, the content, or any other information or materials on the web sites in violation of the aforementioned laws or these Terms and Conditions.
To the extent any portion of these Terms and Conditions is determined to be unenforceable by a court of competent jurisdiction, such portion will be modified solely to the extent necessary to cause such portion to be enforceable, and these Terms and Conditions, as modified, will remain in full force and effect. Any alleged waiver of any breach of this agreement shall not be deemed to be a waiver of any future breach.
This is the entire agreement between Flowers Foods and you relating to the subject matter herein, and it will not be modified except in writing signed by both parties. For purposes of these Terms and Conditions, all references to written permission and writings that bind us indicate the physical signature of an officer of Flowers Foods on a document setting forth the entire agreement of the parties with respect to the subject matter at issue. These Terms and Conditions supersede all prior communications and proposals, whether electronic, oral, or written, between you and Flowers Foods with respect to our web sites, except as otherwise indicated herein.
Remedies
You agree that any violation, or threatened violation, by you of these Terms and Conditions constitutes an unlawful and unfair business practice that will cause us irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.
Choice of Law
These Terms and Conditions, all information on our web sites, and all disputes arising out of, or relating to, our web sites are governed by, and will be construed in accordance with, the laws of the State of Georgia and of the United States of America without giving effect to principles of conflicts of law. The venue for any matter relating to or arising from our web sites will be in a state or federal court of competent jurisdiction in the State of Georgia.
Contact Us
For further information or to contact us with questions, concerns, or comments, you may contact Flowers Foods Customer Service here.
This document was last updated on October 28, 2015.