Kahala Franchising, L.L.C. dba The Counter® Terms and Conditions
Legal Notice: Terms and Conditions of Use PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE DOWNLOADING, ACCESSING, OR USING ANY THE COUNTER ONLINE SERVICES. IF YOU ARE UNDER 13 YEARS OF AGE, PLEASE BE SURE TO READ THESE WITH YOUR PARENTS OR GUARDIAN. These Terms and Conditions of Use (“Terms and Conditions of Use”) apply to your access to, and use of, any Kahala Franchising, L.L.C. dba The Counter (“The Counter”) website, mobile application, and online service or program where these Terms and Conditions of Use are posted or linked (“The Counter Online Services”). These Terms and Conditions of Use are a legal and binding agreement between you and The Counter, and, as applicable, its subsidiaries, affiliates, and related entities including, without limitation, Kahala Management, L.L.C. (“Affiliates”) (The Counter and its Affiliates are referred to herein, as the context may require, as “we”, “us”, or “our”). These Terms and Conditions of Use govern your use of the The Counter Online Services, which includes the programs, offers, content, information, services, and features made available through the The Counter Online Services. If you do not agree to these Terms and Conditions of Use, then you should not use the The Counter Online Services. Your use of the The Counter Online Services is at your risk. If you are dissatisfied with the The Counter Online Services in any way, its programs, offers, contents, features, or these Terms and Conditions of Use, your sole and exclusive remedy is to discontinue accessing and using the The Counter Online Services. Modifications to These Terms and Conditions of Use We reserve the right at any time to update, change, modify, or revise these Terms and Conditions of Use. Any changes will become effective upon posting to the The Counter Online Services, along with the date on which it was most recently updated. Your continued access to or use of the The Counter Online Services and its programs and offers after any such changes indicates your acceptance of the Terms and Conditions of Use as modified. It is your responsibility to review the Terms and Conditions of Use regularly for updates.
Use of The Counter Online Services Unless otherwise noted, the The Counter Online Services and all content, information, and other materials featured, displayed, contained, and available on the The Counter Online Services, including, but not limited to, all text, images, graphics, designs, illustrations, photographs, pictures, audio, software, and video clips, the “look and feel”, pages, screens, content arrangement, and computer programs (collectively, “Materials”) are owned in the United States by or licensed to The Counter and its Affiliates and are protected by copyright, trademark, trade dress, patent, and/or other intellectual property rights and unfair competition laws under the United States. All other names and brands are the proprietary of others and may not be used without their respective owner’s permission. Subject to your compliance with these Terms and Conditions of Use, we grant you a personal, non-exclusive, non-transferable, limited right to access, use, display, and download the The Counter Online Services for non-commercial purposes only. You may view, display, copy, download, and print the Materials solely for your own personal, non-commercial use. All copyright, trademark, and other proprietary notices contained on the Materials must be retained on all copies thereof. You may not, in any way, otherwise copy, reproduce, distribute, transmit, display, perform, reproduce, publish, license, modify, create derivative works from, sell, or exploit, in whole or in part, the The Counter Online Services or its Materials. Except as expressly provided herein, we do not grant any express or implied right to you under any patents, trademarks, copyrights, or trade secret information. You agree to abide by all additional terms, conditions, and restrictions included within the The Counter Online Services, the Materials, and/or the programs, features, and services. We may at any time, for any reason, and without notice or liability: (1) modify, suspend, or terminate operation of or access to any The Counter Online Service, or any portion thereof; (2) change, revise, or modify the The Counter Online Services, the Materials, or any portion thereof; (3) interrupt the operation of the The Counter Online Services, or any portion thereof, as necessary to perform routine or non-routine maintenance, error correction, or for any other purposes; (4) impose limits on certain programs, feature s, and services, or restrict your access to the The Counter Online Services, in whole or in part ; and/or (5) terminate the authorization, rights, and license given above, upon which you shall immediately destroy all Materials. User Conduct
You agree to use the The Counter Online Services, the Materials, and the programs, features and services in accordance with these Terms and Conditions of Use and all applicable laws and regulations. You agree not to:
We reserve the right to prohibit access, use, conduct, communications, or content that we, in our sole discretion, deem to be harmful to the The Counter Online Services, the Materials, users, us, our brand, or any other person or entity, or that violates these Terms and Conditions of Use and/or applicable law.
We suggest that you consult your legal advisor before filing a notice or counter-notice. Please be aware that there may be penalties for false claims under the DMCA. Login and Registration Certain programs, offers, features, or services offered on or through the The Counter Online Services may require you to complete a registration process and/or setup an account or login. In connection therewith, you agree to (1) provide true, accurate, current, and complete information about yourself, and (2) maintain and promptly update your information to keep it true, accurate, current, and complete. You are entirely responsible for maintaining the confidentiality of the information you hold for your login, including your password. You agree to notify us immediately of any unauthorized use of your login, or any other breach of security. You may be held liable for losses incurred by us or any other The Counter Online Service user or visitor due to someone else using your login as a result of your failing to keep your login information secure and confidential. You may not use anyone else’s login at any time without their express written permission. We shall not be liable for any loss or damage arising from your failure to comply with these obligations.
Mobile Apps In order to use The Counter Online Services made available through a mobile application (“Mobile App”) you must have a compatible mobile device. We do not warrant that the Mobile App will be compatible with your mobile device. If you access the Mobile App using an Apple iOS or Android powered device, Apple Inc. or Google, Inc., and their subsidiaries, respectively, shall be a third-party beneficiary to this contract and you agree that these third-party beneficiaries have the right to enforce these Terms and Conditions of Use against you. However, these third-party beneficiaries are not a party to these Terms and Conditions of Use and are not responsible for the provision or support of the Mobile App. You agree that your access to the Mobile App also shall be subject to the usage terms set forth in the applicable third-party beneficiary’s terms of service. The Mobile App may automatically download and install updates from time to time or require the downloading and installation of updates or new versions for continued use. You acknowledge that in some instances updates and/or new versions may reduce or remove features and functionality in prior versions of the Mobile App. Links To Third Party Sites and Social Media Pages The The Counter Online Services may contain links to other third-party websites, including the franchised operators of The Counter businesses (“Operators”), and social media platforms, such as Facebook, Twitter, or Foursquare (all links to third-party websites and social medial platforms are collectively referred to herein as “Linked Sites”). Linked Sites are provided only for your convenience and do not constitute or imply an endorsement, sponsorship, recommendation of or affiliation with the third party or its products and services. If you decide to visit any Linked Site, you do so at your own risk. We have no responsibility or liability for any Linked Sites, or the content, policies, or actions thereof. If you choose to purchase any product or service from a Linked Site (including, without limitation, from an Operator Linked Site), your relationship is with that third party. You agree that we are not responsible for the quality of third-party products or services, or fulfilling any of the terms of your agreement with the seller, including, but not limited to, the delivery of products and services and warranty obligations related to products and services. Links do not imply that we sponsor, endorse, are affiliated with or associated with, or are legally authorized to use any trademark, trade name, service mark, design, logo, symbol, or other copyrighted materials displayed on or accessible through such Linked Site.
Electronic Communications When you visit the The Counter Online Services 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 the The Counter Online Services. 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 and Conditions of Use.
Franchise Legal Notices The information contained in Pinkberry.com website is not intended as an offer to sell, or the solicitation of an offer to buy, a franchise. It is for information purposes only. As explained below, any offer to sell a franchise by Kahala Franchising, L.L.C. (“The Counter”) will be made only after individuals have completed an application and qualified to receive a Franchise Disclosure Document. Other qualifications will apply in determining whether you will be offered a The Counter franchise. Through this website, you can submit to us a form for a The Counter franchise opportunity. If you submit such form, we will not be obligated to offer you a franchise opportunity. Rather, we will review and evaluate the information you submit to determine if you meet our preliminary criteria for candidate consideration. If we decide that you meet our preliminary criteria, you may be given the opportunity to fill out a more formal application. We do not have rights to the The Counter brand outside of the United States and cannot and do not offer any rights outside of the United States. Within the United States, some States regulate the offer and sale of franchises: California, Hawaii, Illinois, Indiana, Maryland, Michigan, Minnesota, New York, North Dakota, Rhode Island, South Dakota, Virginia, Washington and Wisconsin. If you are a resident of one of these states, are receiving this message in one of these states, or intend to operate a franchise in any of these states, we will not offer you a franchise unless and until we have complied with any applicable pre-sale registration and/or disclosure requirements in the applicable jurisdiction.
California Transparency in Supply Chains Act of 2010 Disclosure The Counter is committed to legal compliance and ethical conduct for itself and expects the same of its vendors. Thus, The Counter’s policy is to only do business with vendors who have shown to The Counter that their business practices are lawful and ethical, and The Counter expects its vendors to take steps to ensure the same of their own supply chains. Specifically, The Counter will not conduct business with vendors employing persons under the age of 14, or in/under prison, indentured or bonded labor, or slave labor; benefitting from human trafficking; using corporal punishment or other forms of mental and physical coercion as a form of discipline; or providing or supplying goods or services tainted by any of the foregoing practices. In accordance with the California Transparency in Supply Chains Act of 2010, The Counter makes the following disclosures: The Counter requires its vendors to certify that their business practices are lawful and ethical (including those provisions relating to human trafficking and slavery) and in compliance with The Counter’s principles and that they take steps to ensure the same of their own supply chains. To ensure accountability, The Counter reserves the right to terminate its business relationship with any vendor who fails to provide such certifications or whose business practices, or the business practices of its own suppliers and subcontractors, are not lawful or ethical or in compliance with The Counter’s principles. The Counter also reserves the right to terminate its business relationship with vendors who fail to provide written confirmation to The Counter that they have a program in place to monitor their suppliers and subcontractors for compliance with law, good ethics, and The Counter’s principles. The Counter reserves the right to conduct verification and audits (including third-party verification and audits) of its suppliers regarding human trafficking and slavery. The Counter has conducted general audits of certain of its suppliers, and has not observed violations with respect to human trafficking or slavery issues. The Counter provides company employees and management who have direct responsibility for supply chain management with training on The Counter’s business practices, vendor requirements, including those provisions relating to mitigating risks of human trafficking and slavery. Employees and management failing to meet The Counter standards regarding slavery and trafficking are subject to disciplinary action.
No Warranties We make no representations or warranties regarding the The Counter Online Services and the Materials. WE DO NO WARRANT THAT THE THE COUNTER ONLINE SERVICES OR THE MATERIALS WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED. WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE USE OF THE THE COUNTER ONLINE SERVICES OR THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH THE THE COUNTER ONLINE SERVICES, OR THE RESULTS OBTAINED THEREFROM, INCLUDING, WITHOUT LIMITATION, AS TO ACCURACY, TIMELINESS, RELIABILITY, OR OTHERWISE. THE THE COUNTER ONLINE SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH THE THE COUNTER ONLINE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, NON-INFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. WE DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTY SERVICE PROVIDERS, PARTNERS, SPONSORS, LICENSORS, LICENSEES, OR THE LIKE (“PROVIDERS”) IN CONNECTION WITH OR RELATED TO YOUR USE OF THE THE COUNTER ONLINE SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH THE THE COUNTER ONLINE SERVICES.
Limitations of Liability IN NO EVENT SHALL THE COUNTER, ITS AFFILIATES, OR ANY OF OUR PROVIDERS BE LIABLE TO ANY PERSON FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES (LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF INFORMATION, PROGRAMS, OR DATA) RESULTING FROM YOUR USE OF OR INABILITY TO USE OR THE RESULT OF YOUR USE OF THE THE COUNTER ONLINE SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH THE THE COUNTER ONLINE SERVICES, INCLUDING, WITHOUT LIMITATION, LINKED SITES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF YOUR USE OF THE CONTENT, INFORMATION OR SERVICES FROM THE THE COUNTER ONLINE SERVICES RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ALL COSTS THEREOF. BECAUSE SOME STATES DO NOT PERMIT THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.
No Agency Relationship Neither these Terms and Conditions of Use, nor any Materials, programs, offers, features, or services of the The Counter Online Services, create any partnership, joint venture, employment, or other agency relationship between The Counter, its Affiliates, and you. You may not enter into any contract on our behalf or bind us in any way. You agree that The Counter may, in its sole discretion and without prior notice, block and/or terminate your access to any or all of the The Counter Online Services if we determine that you have violated these Terms and Conditions of Use or other agreements or guidelines that may be associated therewith. You also agree that any violation, or threatened violation, by you of these Terms and Conditions of Use constitutes an unlawful and unfair business practice, and will cause irreparable and unquantifiable harm to The CounterU.S, at minimum. 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. If we take legal action against you as a result of your violation of these Terms and Conditions of Use, we will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to us. You agree that The Counter and its Affiliates will not be liable to you or to any third party for termination of your access to the The Counter Online Services as a result of any violation of these Terms and Conditions of Use.
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