TERMS AND CONDITIONS NEWSLETTER

Last Updated: February 12, 2020

1. ACCEPTANCE OF TERMS: These “Terms and Conditions” apply to this website and all related applications however accessed, such as via personal computers, mobile devices or otherwise (collectively, this “Site”) controlled by International Grains and Cereal, LLC and/or its affiliates or related companies (“IGC”) and Alimentos Polar Comercial, C.A. and/or its affiliates or related companies (“APC”) where these Terms and Conditions are posted. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY AS THEY AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. BY ENTERING THIS SITE (OTHER THAN TO REVIEW THESE TERMS AND CONDITIONS), YOU ACKNOWLEDGE THAT YOU ARE THIRTEEN (13) YEARS OF AGE OR OLDER AND AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS AND CONDITIONS WHICH MAY CHANGE FROM TIME TO TIME PURSUANT TO SECTION 12 BELOW. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS OR ANY PART OF THEM, PLEASE DO NOT USE THIS SITE. You further agree that these Terms and Conditions are supported by good and valuable consideration, the receipt and sufficiency of which you hereby acknowledge. Such consideration includes your use of this Site and the materials and information offered on this Site.
2. GOVERNING LAW; TERRITORY: This Site will be exclusively governed and construed in accordance with the laws of the State of New York, without regard to its choice of law principles to the contrary. You agree any action at law or in equity arising out of, relating to or in any way connected to this Site shall be filed only in the state and federal courts residing in New York, New York, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts and you waive any jurisdictional, venue, or inconvenient forum objections to such courts. IGC AND APC MAKE NO REPRESENTATION THAT THE CONTENTS ON THIS SITE ARE APPROPRIATE FOR USE OUTSIDE THE TERRITORIES WITHIN AMERICA, AFRICA, ASIA AND OCEANIA. ANY AND ALL INFORMATION ON THIS SITE, INCLUDING, BUT NOT LIMITED TO, INFORMATION REGARDING EVENTS AND SERVICES, WILL BE ONLY APPLICABLE TO THOSE PROVIDED OR OFFERED WITHIN AMERICA, AFRICA, ASIA AND OCEANIA.
3. COPYRIGHTS: IGC and APC are the Copyright owners or licensees of this Site which includes, without limitation, all past, present and future versions and the content thereof along with all derivative works or enhancements of such content, all layout, text, illustrations, instructions, files, images, designs, software, scripts, graphics, photos, sounds, music, videos, advertising material, services, récipes, URLs, the “look and feel” of this Site, the compilation, assembly and arrangement of the materials on this Site and of this Site itself, all computer code related thereto, and any and all copyrightable material (collectively, the “Protected Content”), and no portion of this Site or any Protected Content may be used in any matter or for any purpose without the express written permission of IGC and APC, except as provided for herein. Except for the limited right of use expressly granted to you in these Terms and Conditions, you shall not acquire and youshall not claim any right, title or interest in this Site or any Protected Content. Except as expressly set forth by IGC and APC on this Site, you may not use, reproduce, distribute, create derivative works based upon, publicly display, publicly perform, publish, transmit, or otherwise exploit any Protected Content for any purpose whatsoever without obtaining prior written consent from IGC and APC. IGC and APC reserve all rights not expressly granted to you in these Terms and Conditions.

   Without in any way waiving any of the rights of IGC and APC, you may download (for temporary storage only) one copy of the material on this Site for your personal, non- commercial use only on a non-exclusive, non-assignable, non-transferrable and revocable basis, provided you do not delete or change any copyright, trademark or other proprietary notices contained therein. Modification or use of the material on this Site for any other purposes constitutes an infringement of the intellectual property rights of IGC and APC, which reserves the right to seek any and all remedies available at law, in equity or otherwise for such infringements. At no time shall you use any Protected Content in a manner that

4. DAMAGES: YOUR USE OF THIS SITE AND ITS CONTENT IS AT YOUR OWN RISK AND NEITHER IGC, APC NOR ANY OF THE PARTIES INVOLVED IN CREATING, PRODUCING, OR DELIVERING THIS SITE SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OR ANY OTHER LOSSES OR EXPENSES OF ANY KIND (INCLUDING LEGAL FEES, EXPERT FEES, OR OTHER DISBURSEMENTS) WHICH MAY ARISE THROUGH THE ACCESS TO THIS SITE, SUCH AS ANYTHING CAUSED BY ANY VIRUSES, BUGS, HUMAN ACTION OR INACTION OR ANY COMPUTER SYSTEM, PHONE LINE, HARDWARE, SOFTWARE OR PROGRAM MALFUNCTIONS, OR ANY OTHER ERRORS, FAILURES OR DELAYS IN COMPUTER TRANSMISSIONS OR NETWORK CONNECTIONS.
5. DISCLAIMERS: IGC and APC make no warranties or representations with respect to this Site or any of its content which is provided to you on an “AS IS” and “AS AVAILABLE” basis, “WITH ALL FAULTS” AND WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. Without limiting the foregoing, IGC and APC, and its officers, managers, directors, employees, members, affiliates, subsidiaries, agents, successors and assigns, disclaim any and all warranties including any (i) warranties of custom, trade or quiet enjoyment, (ii) warranties of merchantability or fitness for a particular purpose, (iii) warranties for any services or goods obtained on or through this site or advertised on or accessed through this site; (iv) warranties of title, non-infringement or misappropriation of intellectual property rights of others, (v) warranties regarding the accuracy, completeness, reliability, usefulness, currentness of any content, or that any content is error-free, (vi) warranties that this site is free of viruses or other harmful components, (vii) warranties that this site will meet your user needs or expectations; (viii) warranties that your use of this site will be reliable, timely, secure or uninterrupted, timely or error-free; and (ix) warranties that defects or errors on this site will be corrected. IGC reserves the right to change this Site and any and all content at any time without notice. Unless expressly stated otherwise, the use by IGC and APC on this Site of any products, services or other information of any third party or any content posted by such third party does not constitute or imply endorsement, sponsorship or recommendation thereof by IGC and APC. Use of such products, services, information and content is at your own risk and you hereby release IGC and APC and its officers, managers, directors, employees, members, affiliates, subsidiaries, agents, successors and assigns from all claims, demands, and damages of every kind or nature arising out of, relating to, or in any way connected with such use and any dispute you may have with such third party. 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.
6. PRIVACY POLICY: IGC AND APC HAVE ADOPTED A PRIVACY POLICY BY WHICH YOU ARE BOUND UNDER THESE TERMS AND CONDITIONS. IGC AND APC\’S PRIVACY POLICY may be found here. The Privacy Policy is incorporated by reference into these Terms and Conditions. PLEASE ENSURE THAT YOU READ AND UNDERSTAND THE PRIVACY POLICY BEFORE ENTERING ANY PERSONAL INFORMATION INTO THIS SITE.

   In order to access or use some information of this Site, you must submit personal information. If you are under the age of thirteen (13) you are not permitted to submit personal information to IGC and APC. Please review the Privacy Policy for more information about children and privacy.

   At no time shall you collect or harvest any personally identifiable information from this Site including, without limitation, names, addresses, or e-mail addresses.

   By using the Site you consent to the transfer of your information to the United States, the Bolivarian Republic of Venezuela and/or other countries for storage, processing and use by IGC and APC.

7. TRADEMARKS: All trademarks, service marks, trade names, trade identities, trade dress logos, slogans, symbols, and designs on this Site are licensed or owned by IGC and/or APC. ANY UNAUTHORIZED USE OR MISUSE OF INTELLECTUAL PROPERTY RIGHTS OF IGC AND APC BY YOU WILL GIVE IGC AND APC THE RIGHT TO COMMENCE AND PROSECUTE ANY LEGAL OR EQUITABLE ACTION OR PROCEEDING BEFORE ANY COURT OR OUT OF COURT.
8. AMENDEMENT: IGC AND APC, RESERVE THE RIGHT TO AMEND, MODIFY, ADD OR REMOVE PORTIONS OF THESE TERMS AND CONDITIONS AT ANY TIME AT ITS SOLE DISCRETION. Updated Terms and Conditions shall be effective immediately upon being posted to this Site and may be identified by a change in the “last updated” date listed above. In addition, you may be notified by IGC and APC from time to time (in any way in which IGC and APC are permitted to communicate with you hereunder) of additional terms that may govern your use of this Site (“Additional Terms”). All Additional Terms are incorporated by reference into these Terms and Conditions without further notice to you. To the extent any Additional Terms conflict with these Terms and Conditions, the Additional Terms will control.

   YOU SHOULD PERIODICALLY CHECK THESE TERMS FOR UPDATES. IGC AND APC HAVE NO OBLIGATION TO AFFIRMATIVELY ADVISE YOU OF ANY CHANGES, AMENDMENTS, MODIFICATIONS, ADDITIONS OR DELETIONS IN OR TO THESE TERMS AND CONDITIONS. YOU ACKNOWLEDGE THAT BY VISITING THIS SITE FOLLOWING SUCH CHANGES OR UPDATES YOU SHALL BECOME BOUND TO THE CURRENT VERSION OF THESE TERMS AND CONDITIONS, INCLUDING ALL ADDITIONAL TERMS.

9. CHOICE OF LAW; JURISDICTION AND VENUE: These Terms and Conditions shall be construed in accordance with the laws of the State of New York without regard to its conflict of laws rules. You agree that any legal proceedings you may bring against IGC and APC arising out of, relating to, or in any way connected with this Site, including, without limitation, these Terms and Conditions, applicable Additional Terms or the Privacy Policy, shall be brought exclusively in the state and federal courts of New York, New York and you hereby waive any jurisdictional, venue, or inconvenient forum objections to such courts.
10. DISPUTE RESOLUTION: Before commencing any action hereunder, IGC, APC and you each agree to first contact each other with any Claims (defined below) informing the other of the nature of the Claims and the proposed resolution. You will contact IGC and APC through pan.foodbusiness@empresas-polar.com and IGC and APC will contact you based on the contact information you have provided IGC and APC. “Claims” are any disputes, causes of action, claims or other controversies that one of us has against the other arising out of, relating to, or in any way connected to this Site, these Terms and Conditions, applicable Additional Terms or the Privacy Policy.

    IGC and APC shall be entitled to seek an injunction or other equitable relief in connection with any Claim arising out of, relating to, or in any way connected to this Site, these Terms and Conditions, applicable Additional Terms or the Privacy Policy and/or IGC and APC’s intellectual property rights.

11. INDEMNIFICATION: You agree to defend, indemnify and hold harmless IGC and APC and its employees, officers, directors, partners, and agents, from and against any and all losses, costs, liabilities, damages, obligations, and expenses (including reasonable attorneys\’ fees and costs) relating to or arising out of your use or access to this Site, any materials or content provided by you, or any alleged or actual violation by you of these Terms and Conditions. You agree to fully cooperate with IGC and APC in the defense of any claim arising from your obligations hereunder.
12. LIMITATION ON LIABILITY
    1. UNDER NO CIRCUMSTANCES SHALL IGC AND APC ITS EMPLOYEES, OFFICERS, DIRECTORS, PARTNERS, OR AGENTS BE RESPONSIBLE OR LIABLE FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, ECONOMIC, PUNITIVE, DIRECT, INDIRECT, OR EXEMPLARY DAMAGES (EVEN IF IGC AND APC OR ITS AGENTS OR REPRESENTATIVES KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER THEORY, ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THIS SITE OR THESE TERMS AND CONDITIONS. THE SOLE REMEDY FOR DISSATISFACTION WITH THIS SITE, INCLUDING ITS CONTENT, IS TO STOP USING THIS SITE. THE LIMITATION CONTAINED IN THIS SECTION 12 SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED IN CONNECTION WITH SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED ON THIS SITE AND ANY LINKS ON THIS SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED OR ADVERTISED THROUGH THIS SITE OR ANY LINKS ON THIS SITE.
    2. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, THE AGGREGATE LIABILITY OF IGC AND APC AND ITS EMPLOYEES, OFFICERS, DIRECTORS, PARTNERS, AND AGENTS SHALL BE LIMITED TO THE LESSER OF THE TOTAL PAYMENTS MADE BY YOU TO IGC AND APC DURING THE PRECEDING (1) ONE YEAR PERIOD AND ONE HUNDRED DOLLARS ($100.00). ALL CAUSES OF ACTION ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THIS SITE AND THESE TERMS AND CONDITIONS MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE ACCRUAL OF THE CAUSE OF ACTION; OTHERWISE, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.
    3. Some jurisdictions do not permit limitations of liability. In such jurisdictions, some of the foregoing limitations may not apply to you. These limitations shall apply to the fullest extent permitted by law.