INTERLINE BRANDS ESHOWROOM WEB SITE TERMS AND CONDITIONS OF USE

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. By participating in this Eshowroom web site (”Web Site”), you signify your agreement and your company’s agreement to these Terms and Conditions of Use. If you do not agree to these Terms and Conditions of Use, please do not participate or utilize this Web Site. Interline Brands, Inc. (“Interline”), may modify these Terms and Conditions of Use at any time and without notice. Interline may change, move or delete portions of, or may add to, the Web Site from time to time.

Restrictions On Use of Materials

Any information that is made available to download from the Web Site, including, but not limited to, all data, files, sales information, graphic images, software, textual images, and images contained in or generated by the web site, is the intellectual property of Interline (“Interline Intellectual Property”). Any Interline Intellectual Property you copy, print, or download is licensed to you by Interline for your use only, provided that you do not change or delete any copyright, trademark or other proprietary notices.

If you download any Interline Intellectual Property, the Interline Intellectual Property is deemed to be licensed to you by Interline, for your business use only. Interline does not transfer either the title or the intellectual property rights to the Interline Intellectual Property and Interline retains full and complete title to the Interline Intellectual Property as well as all intellectual property rights therein. You may not sell, redistribute or reproduce the Interline Intellectual Property. All trademarks and logos are owned by Interline or its licensors and you may not copy or use them in any manner.

Without limiting the generality of the foregoing, any access to the Web Site or the services accessible through the Web Site by automated inquiry devices, robots, or repetitive data gathering and extraction tools, routines, scripts or other mechanisms with similar functionality is expressly prohibited.

FURTHER REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED.

You agree not to:

• (a) use any device, software or technique to interfere with or attempt to interfere with the proper working of the Web Site;
• (b) post to the Web Site or provide information to Interline for posting on the Web Site any unlawful, fraudulent, harassing, libelous, or obscene information of any kind;
• (c) post to the Web Site or provide information to Interline for posting on the Web Site any information that contains a virus, bug, or other harmful item;
• (d) publish, perform, distribute, prepare derivative works, copy, reverse engineer, or use the Interline Intellectual Property, content or material (other than as permitted herein);
• (e) post to the Web Site or provide information to Interline for posting on the Web Site any information that violates another party's copyright or intellectual property rights;
• (f) redeliver any of the Interline Intellectual Property, materials or content using framing, hyperlinks, or other technology without Interline's permission;
• (g) attempt to gain unauthorized access to any Interline Intellectual Property other accounts, computer systems or networks connected to any Interline server through hacking, password mining or any other means;
• (h) take any action which may interfere with any other party's lawful use and enjoyment of the Interline Intellectual Property; or,
• (i) obtain or attempt to obtain any materials or information through any means not intentionally made available through the Interline Intellectual Property.

The Interline Intellectual Property is developed and controlled by Interline, Inc. from its offices within the United States of America. Interline makes no representation that materials in the Interline Intellectual Property are appropriate or available for use in other locations. Those who choose to access the Interline Intellectual Property from other locations do so on their own initiative and are responsible for compliance with all state, federal and local laws, if and to the extent local laws are applicable. The Interline Intellectual Property is subject to U.S. export controls. No Interline Intellectual Property may be downloaded or otherwise exported or reexported into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods or to anyone on the U.S. Treasury Department's list of Specially Designated National or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Interline Intellectual Property, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Compliance With All Laws

You represent and warrant that you shall comply with all local laws, state laws, federal laws, ordinances, regulations and statutes with regard to your use of the materials, content, or Interline Intellectual Property.

DISCLAIMERS AND LIMITATION OF LIABILITY

Interline may change, move or delete portions of, or may add to, this web site from time to time.

THE MATERIALS IN THIS WEB SITE, THE INTERLINE INTELLECTUAL PROPERTY AND ALL RELATED CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND WITH ALL DEFECTS AND ERRORS. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, INTERLINE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND NONINFRINGEMENT OF THIRD-PARTY RIGHTS. INTERLINE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE INTERLINE INTELLECTUAL PROPERTY, CONTENT OR OTHER MATERIALS IN THIS WEB SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. INTERLINE DOES NOT WARRANT THAT YOUR USE OF THIS WEB SITE, MATERIALS, CONTENT OR INTERLINE INTELLECTUAL PROPERTY WILL PROVIDE SPECIFIC RESULTS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, INTERLINE ASSUMES NO LIABILITY FOR DAMAGE TO ANY SYSTEM ON WHICH INTERLINE INTELLECTUAL PROPERTY IS INSTALLED, ANY DATA TRANSLATED BY THE INTERLINE INTELLECTUAL PROPERTY, OR FOR LOSSES ARISING DUE TO THE ACTS OR OMISSIONS OF THIRD PARTIES IN CONNECTION WITH THIS WEB SITE, THE INTERLINE INTELLECTUAL PROPERTY, OR ANY CONTENT OR MATERIAL. INTERLINE DOES NOT WARRANT THAT THE INTERLINE INTELLECTUAL PROPERTY, MATERIALS, OR CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE INTERLINE INTELLECTUAL PROPERTY, MATERIALS, OR CONTENT ON THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU (AND NOT INTERLINE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR AND CORRECTION.

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL INTERLINE BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, LIQUIDATED, PUNITIVE, MORAL, INDIRECT, INCIDENTAL OR EXEMPLARY DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS WEB SITE OR ANY INTERLINE INTELLECTUAL PROPERTY, CONTENT OR MATERIALS, EVEN IF INTERLINE OR ITS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL INTERLINE'S TOTAL LIABILITY TO YOU FROM ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, OR OTHERWISE) EXCEED THE AMOUNT YOU PAID TO INTERLINE DURING THE PRIOR TWELVE MONTHS, IF ANY, FOR YOUR USE OF THE WEB SITE

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YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE INTERLINE INTELLECTUAL PROPERTY, CONTENT OR MATERIALS. YOUR SOLE REMEDY AGAINST INTERLINE FOR DISSATISFACTION WITH THE INTERLINE INTELLECTUAL PROPERTY OR ANY OF ITS CONTENT OR MATERIALS IS TO STOP USING THE INTERLINE INTELLECTUAL PROPERTY OR ANY SUCH CONTENT OR MATERIALS. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE ABOVE LIMITATIONS OF LIABILITY, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Indemnity

You agree to indemnify and hold Interline harmless from any demands, loss, liability, claims or expenses (including attorney's fees), made against Interline by any third party due to or arising from or related to your breach of any of these Terms and Conditions of Use and your use of this Web Site, Interline Intellectual Property, content, or materials.

Links to Other Web Sites or Systems

You assume total responsibility for your use of the Interline Intellectual Property, content or material and any electronic communication to other systems. Interline makes no representation whatsoever regarding the content of any other system which you may access or send data from the Web Site to another system. When you access a non-Interline web site or system, please understand that it is independent from Interline and that Interline has no control over the content on that web site or system. A link to a non-Interline web site does not mean that Interline endorses or accepts any responsibility for the content or use of such web site.

License of Your Content

By emailing, publishing, uploading, or distributing any messages, data, files, information, text, trademarks, copyrighted material, graphics, links, content, or other materials (collectively, "Postings"), you grant (or warrant that the owner of such rights has expressly granted) Interline a perpetual, worldwide, royalty-free, irrevocable, non-exclusive right and license, with the right to use, digitally display and digitally perform, translate, and distribute such Postings or incorporate such Postings into any form, medium, or technology now known or later developed throughout the universe. You agree that you shall have no recourse against Interline for any alleged or actual infringement or misappropriation of any proprietary right in Postings you provide to Interline. You warrant that you own all interests in any Postings provided by you and are legally authorized to grant Interline’s use of such Postings.

Submissions

Should any viewer of the Web Site respond to Interline with feedback information including feedback data, such as questions, comments, suggestions, or the like regarding the Web Site, or the Interline Intellectual Property, such information shall be deemed to be non-confidential and Interline shall have no obligation of any kind with respect to such information. In addition, Interline shall be free to reproduce, use, disclose, display, exhibit, transmit, perform, create derivative works, and distribute the feedback information to others without limitation, and to authorize others to do the same. Further, Interline shall be free to use any ideas, concepts, know-how or techniques contained in such feedback information for any purpose whatsoever, including, but not limited to marketing products and other items incorporating such information. This paragraph is not intended to apply to your intellectual property or to any personal information about you (such as name, mailing address and e-mail address), the use of which will be governed by Interline's Privacy Statement.

In consideration of Interline's continuing efforts to enhance and improve the Web Site and to respond to feedback from users, you agree to transfer such ideas, concepts, know-how and techniques to Interline without any compensation. You agree to execute any and all documents that Interline may reasonably request in connection with confirming Interline's ownership of and unlimited right to use such ideas, concepts, know-how and techniques.

You are solely responsible for the content of any comments you make. You agree that no comments submitted by you will: (i) violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary rights; (ii) be or contain libelous or otherwise unlawful, abusive, or obscene material or constitute the misappropriation of the trade secrets of any third party; and (iii) disparage the products or services of any third party.

Confidential Information

You and Interline acknowledge that we may receive in connection with the Web Site valuable trade and business secrets and other proprietary and confidential information from the other party, including, but not limited to, information concerning patents or trade secrets, confidential or secret designs, purchasing behavior and patterns, processes, formulae, source codes, plans, content, intellectual property, data, devices or material, research and development, proprietary software, analysis, techniques, materials or designs (whether or not patented or patentable), other suppliers, sales and marketing plans, pricing information, trademarks or any confidential secret development or research work, or any other confidential information or proprietary aspects of the business of the parties (collectively "Confidential Information"). You and Interline shall cause our employees and agents to, strictly maintain the confidentiality of the Confidential Information and shall not disclose, disseminate, or otherwise give Confidential Information without the disclosing party’s prior written consent. Confidential Information does not include information which: (i) was in the public domain at the time it was communicated to the receiving party by the other party; (ii) entered the public domain subsequent to the time it was communicated to the receiving party other than by a breach of this Agreement; (iii) was in the receiving party’s possession free of any obligation of confidence at the time it was communicated to the receiving party; (iv) was developed independently without reference to any other Confidential Information by the receiving party; (v) is rightfully disclosed in response to an order of a court or as otherwise required by law; or (vi) was disclosed pursuant to a written authorization by the other party (either in these Terms and Conditions of Use or otherwise). Notwithstanding any language contained anywhere in these Terms and Conditions of Use, the foregoing confidentiality obligations shall survive the termination of these Terms and Conditions of Use.

Termination

These Terms and Conditions of Use are effective unless and until terminated by either you or Interline. You may terminate these Terms and Conditions of Use at any time by no longer using the Web Site and by no longer using any content, materials or Interline Intellectual Property obtained from the Web Site, provided that all prior uses of the Web Site and any content, materials or Interline Intellectual Property shall be governed by these Terms and Conditions of Use. Interline may terminate these Terms and Conditions of Use at any time and without notice, and accordingly deny you access to the Web Site, in Interline's sole discretion for any reason, including your failure to comply with any term or provision of these Terms and Conditions of Use. Upon any termination of these Terms and Conditions of Use by either you or Interline, you must promptly destroy all materials, content, and Interline Intellectual Property downloaded or otherwise obtained from the Web Site, as well as all copies of such materials, content or Interline Intellectual Property whether made under the terms of these Terms and Conditions of Use or otherwise.

Password-protected Areas

If you are allowed access to password-protected areas, you agree to keep your password confidential and to send notice to Interline immediately if your password is compromised. You acknowledge that the Internet is a network of computers worldwide, and that any information submitted by you to Interline necessarily is routed via third party computers to Interline, and that Interline is not responsible for lapses in online security and does not assume liability for improper use of your information by a third party.

Registration

If registration is requested, you agree to provide accurate and complete registration information on your own behalf and not on behalf of any third party. It is your responsibility to inform Interline of any changes to that information or to change such information by signing in to your account. Each registration is for a single entity only. Interline does not permit a) anyone other than you to use the sections requiring registration by using your name or password; or b) access through a single name being made available to multiple users on a network or otherwise. You are responsible for preventing such unauthorized use.

Information

The use of the Web Site may require you to enter certain information. It is your responsibility to enter accurate information.

Governing Law

These Terms and Conditions of Use shall be governed by, construed, interpreted, and enforced in accordance with the laws of the State of Florida and the laws of the United States of America. Each of the parties hereby irrevocably submits to the jurisdiction of the state and federal courts located in Duval County, Florida.

Severability

If any provision of these Terms and Conditions of Use are found by a court of competent jurisdiction to be unlawful, void, or for any reason unenforceable, the remainder of the Terms and Conditions of Use shall continue in full force and effect.

Internet Access

You are responsible for procuring any equipment, internet access, software, services, and/or other telecommunications services necessary to allow you to access the Web Site, and Interline will bear no responsibility or liability for problems arising from or related to such internet access services and/or other telecommunications services.

Click Here to see Interline's Privacy Statement