Website User Agreement

THIS WEBSITE USER AGREEMENT ("AGREEMENT") APPLIES TO ALL INDIVIDUALS WHO USE, VISIT OR BROWSE HTTPS://BKGATEWAY.WHOPPER.COM (THE "WEBSITE"). IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT USE THE WEBSITE.

1. ACCESS

Access to the Website is password protected and is restricted to (a) Burger King Corporation (“BKC”) and its employees; (b) BKC affiliates and subsidiaries and their respective employees; (c) certain service providers of BKC, including, but not limited to, advertising, promotional, internet, public relations and media-buying agencies; (d) BKC franchisees and subsidiaries and their employees; and (e) any other person or entity authorized by BKC (collectively, “Authorized Users”). Access will be automatically granted to employees of BKC and its subsidiaries, subject to each employee accepting the terms and conditions of this Agreement.

Each Authorized User referenced in items (c) - (e) above (“Third-Party Authorized User”) shall be responsible for assigning one (1) Administrator to monitor its use of the Website; provided, however, that, to the extent the Third Party Authorized User is a BKC franchisee, BKC may, upon granting access to the Website, designate the franchise operator as the Administrator responsible for monitoring the use of the Website by such franchisee and its employees. If the Third-Party Authorized User is a company, the Administrator for that company shall restrict access only to those employees of the company who clearly need access to the Website in order to perform a business, professional or technical support for the benefit of BKC or other agreed upon activity for or in conjunction with BKC. The Third-Party Authorized User shall insure that any and all user IDs and passwords issued to it or, as applicable, its employees are immediately terminated i) after separation of the employee from the Third-Party Authorized User; (ii) after termination of the Third Party Authorized User’s business, professional or other relationship with BKC; (iii) after completion of services by the Third-Party Authorized User to BKC; or (iv) in the event access to the Third-Party Authorized User or any of its employees are otherwise terminated by BKC in its sole discretion.

2. CONFIDENTIALITY

Authorized User understands and agrees that information submitted by BKC on the Website is confidential and consists of business plans, non-public advertising or promotional materials, non-public media schedules, strategies, or other information that is of a substantial value to BKC, the disclosure of which would substantially destroy the value of such information and thus cause irreparable harm to BKC. By using the Website, Authorized User agrees to maintain the secrecy and confidentiality of such information. Authorized User shall not disclose or grant access to the Website or its contents to any third party and shall use the same standard of care to protect such information as such Authorized User uses to protect its own confidential information, provided that such standard of care is at least reasonable.

3. RESTRICTIONS ON USE

Authorized User may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, sell or offer for sale any information contained on, or obtained from, the Website. Any use of the Website for personal, non-professional, or any other use that is not specifically related to business, professional or technical support for the benefit of BKC, or other activities directly requested by BKC or in furtherance of BKC’s interests, as determined by BKC, is prohibited and may result in termination of access, as well as other appropriate remedial action.

4. CONTENT SUBMITTED BY AUTHORIZED USERS

Authorized User may be allowed to post or upload comments, information, links, audio, photos, videos, or other materials (collectively, “Content”). Authorized User is responsible for such Content. Authorized User agrees to only post Content that Authorized User owns or has permission from the owner of the Content to post.

Authorized User understands and agrees that the Content: (a) will be shared among all users; (b) is not confidential or proprietary; and (c) will be attributable to the Authorized User without any expectation of anonymity. Other users and BKC will have access to information, ideas, concepts, graphics, photographs, copy, suggestions, know-how, or techniques contained in any Content posted by Authorized User (each, a “Submission”). Authorized User grants BKC a worldwide, royalty free, perpetual license, to use any Submissions for BKC’s business purposes, including, without limitation, developing, manufacturing and marketing products and creating, modifying or improving the Website.

Authorized User acknowledges and agrees that the information, materials and opinions expressed or included in any Content are not necessarily the opinion of BKC, its parent, affiliates, or subsidiaries. The official BKC position or opinion on a topic is issued solely through the BKC Communications department.

Authorized User acknowledges and agrees that BKC has the absolute right (but not the obligation) to monitor Content posted to the Website in its sole discretion. BKC reserves the right to alter, edit, refuse to post or remove any Content, in whole or in part, for any reason or for no reason, including, without limitation, if BKC believes that the Content falls into any of the Prohibited Activities described below.

5. PROHIBITED ACTIVITIES

Authorized User agrees not to use or access the Website for any of the following.

• to violate any law, threaten or encourage bodily harm or destruction of property, commit fraud, or abuse, harass, embarrass, deceive, slander or defame others
• to harm, or attempt to harm, any person in any way
• to transmit or facilitate any unsolicited commercial bulk e-mail
• to access, or to attempt to access without authority, the accounts of others, or to penetrate, or attempt to penetrate, security measures of BKC or another entity's computer software or hardware, electronic communications system, or telecommunications system
• to impersonate another person or allow another person to use Authorized User’s account to post on, or access the Website
• to infringe any copyright, trademark, patent, trade secret, or other proprietary rights of any third party
• to collect, attempt to collect, or post personal information about third parties without their knowledge or consent
• to intentionally distribute viruses, worms, Trojan horses, corrupted files, hoaxes or other destructive or deceptive material
• to test or reverse-engineer the Website in order to find limitations, vulnerabilities or evade filtering capabilities
• to alter, disable, or interfere with any aspect of the Website
• to interfere with the use of the Website (or the equipment used to provide the Website content and services) by other users, including excessive consumption of network or system resources whether intentional or unintentional
• to re-sell the functions or services performed through the Website

BKC reserves the right to investigate and take appropriate legal action against anyone who BKC determines, in its sole discretion, engages in any of the activities mentioned above.

6. DISCLAIMER OF WARRANTIES

BKC assumes no liability or responsibility for any errors or omissions in the content of the Website, any failures, delays or interruptions in the delivery of any content contained on the Website, or any losses or damages arising from the use of the content provided by the Website or from any viruses or other malicious code that may be transmitted through such use. BKC is not responsible for any third party products or services offered on the Website, if any.

TO THE FULLEST EXTENT PERMITTED BY LAW, BKC, ITS PARENT, SUBSIDIARIES, AND AFFILIATES (THE "BKC ENTITIES"), AND EACH OF THEIR AGENTS, REPRESENTATIVES AND SERVICE PROVIDERS, DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED REGARDING ANY PRODUCTS OR SERVICES AVAILABLE ON THE WEBSITE, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE. The BKC Entities, their agents, representatives and service providers cannot and do not guarantee or warrant that: (a) the Website will be reliable, accurate, complete, or updated on a timely basis; (b) the Website will be free of human and machine errors, omissions, delays, interruptions or losses, including loss of data; (c) any files available for downloading from the Website will be free of infection by viruses, worms, Trojan horses, or other codes that manifest contaminating or destructive properties; or (d) the functions or services performed on the Website will be uninterrupted, secure or error-free or that defects in the Website will be corrected.

7. LINKS TO THIRD PARTY SITES

BKC has not reviewed all of the sites linked to the Website and is not responsible for the content or privacy policies of any third party sites. Any links to third party sites are provided solely for the convenience of Authorized Users. BKC does not endorse or otherwise recommend any third party sites or the products or services offered. Viewing all other sites is at each Authorized User’s own risk. Links to the Website are or could be operated by third parties other than BKC. Each Authorized User acknowledges that certain information regarding it may be transmitted to said third parties and authorizes said third parties to use such information in the manner reasonably necessary to provide services to BKC or for BKC business purposes. Each Authorized User acknowledges that the transmittal of information does not necessarily occur over secured lines and that certain sites linked to the Website may not be secure.

8. INTELLECTUAL PROPERTY RIGHTS

BURGER KING^®, BKSM and related trademarks, service marks and logos (collectively, the "BKC Trademarks") are owned by BKC and may be registered in the United States and other countries.

All of the materials contained on the Website or posted by BKC or its employees are copyrighted by BKC, except where explicitly noted otherwise. BKC neither warrants nor represents that your use of materials displayed on the Website will not infringe rights of third parties not owned by or affiliated with BKC. Use of any materials on the Website is at Authorized User’s own risk.

Authorized User may not use, copy, reproduce, republish, upload, post, transmit, distribute, or modify the BKC Trademarks or the Website content, without the express permission of BKC in each instance. The use of BKC Trademarks or BKC copyrighted materials on any other website is strictly prohibited. BKC will aggressively enforce its intellectual property rights to the fullest extent of the law, including the seeking of criminal prosecution.

9. THIRD PARTY COPYRIGHTS

If any Content infringes your copyright, you may request removal of such Content (or access thereto) from the Website by contacting BKC's Copyright Agent (designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. §512(c)(2)) at the address set forth below and providing the following information:

• Your name, address, telephone number, and e-mail address.
• Identification of the copyrighted work that you believe to be infringed. Please describe the work and, where possible, include a copy or the location (e.g., URL) of an authorized version of the work.
• Identification of the material that you believe to be infringing and its location. Please describe the material, and provide us with its URL or any other pertinent information that will allow us to locate the material
• A statement that you have a good faith belief that the complained of use of the materials is not authorized by the copyright owner, its agent, or the law.
• A statement that the information that you have supplied is accurate, and indicating that "under penalty of perjury," you are the copyright owner or are authorized to act on the copyright owner's behalf.
• A signature or the electronic equivalent from the copyright holder or authorized representative.

Copyright Agent: Matthew Wolf
Burger King Corporation
E-mail: copyrightdmca@whopper.com
Mailing Address:
Burger King Corporation
Attn: Legal (DMCA Copyright Infringement)
5505 Blue Lagoon Drive, Miami, Florida 33126

In an effort to protect the rights of copyright owners, BKC maintains a policy for the termination, in appropriate circumstances, of Authorized Users of the Website who are repeat infringers.

10. INDEMNIFICATION

By using the Website, each Third-Party Authorized User accepts all responsibility for, and hereby indemnifies and holds harmless BKC, each of its related companies, and each of their respective officers, directors, employees, shareholders, successors and assigns from and against any claims that may arise from actions taken by such Third-Party Authorized User and/or its employees on or in connection with the Website, including, but not limited to, any Content or other materials posted by Authorized User on the Website.

11. LIMITATION OF LIABILITY

THE ENTIRE LIABILITY OF BKC, ITS AGENTS, REPRESENTATIVES AND SERVICE PROVIDERS AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO ANY DISPUTE WITH RESPECT TO YOUR USE OF THE WEBSITE IS TO DISCONTINUE YOUR USE OF THE WEBSITE. BKC, AS WELL AS ITS SERVICE PROVIDERS, SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING FROM YOUR USE OF THE WEBSITE OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE WEBSITE. THESE EXCLUSIONS FOR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, AND EXEMPLARY DAMAGES INCLUDE, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF BKC AND/OR ITS SERVICE PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UPON WHICH THE CLAIM IS BASED. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, BKC AND/OR ITS SERVICE PROVIDER'S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

10. GOVERNING LAW; VENUE

All issues and questions concerning the construction, validity, interpretation and enforceability of the this Agreement, or the rights and obligations of Authorized Users and BKC in connection with the Website, shall be governed by, and construed in accordance with, the laws of the State of Florida, without giving effect to any choice of law or conflict of law rules or provisions (whether of the State of Florida, or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Florida. Any disputes arising out of this Agreement will be resolved exclusively in the state or federal courts located in Miami, Florida and each party consents to such exclusive jurisdiction and agrees not to challenge such venue.

13. SEVERABILITY

If any provision of this Agreement is found to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be severed from the remainder of this Agreement, which will otherwise remain in full force and effect.

14. CONSTRUCTION

Authorized User acknowledges and agrees that this Agreement does not amend any other written agreements Authorized User may have with BKC. In the event of a conflict between the terms of or any obligations of Authorized User under this Agreement and any other written agreements between Authorized User and BKC, the terms of and obligations of Authorized User under the other written agreements with BKC shall prevail.

15. MODIFICATION

BKC may modify any of the terms and conditions of this Agreement at any time, with or without notice. An Authorized User’s continued use of the Website constitutes the Authorized User's acceptance of any changes to this Agreement. Authorized Users are responsible for remaining knowledgeable as to any changes that BKC may make to this Agreement. The most current version of this Agreement will be available on the Website and will supersede all previous versions.

16. REVOCATION OF ACCESS

BKC reserves the right to suspend or discontinue an Authorized User’s permission to use the Website in the event ( i) the Authorized User fails to comply with the terms and conditions of this Agreement and/or any other written agreement between Authorized User and BKC; and (ii) an Authorized User uses, or is suspected of using the Website in a manner inconsistent with any federal or state laws, statutes or ordinances. In addition to discontinuance of an Authorized User’s permission to use the Website, BKC shall have the right to take appropriate administrative and/or legal action, including criminal prosecution, as it deems necessary in its sole discretion.

17. WAIVER

Any attempt by the Authorized User to undermine the legitimate operation of the Website may be a violation of criminal and civil law, and, should such an attempt be made, BKC reserves the right to seek damages from any such Authorized User to the fullest extent permitted by law. BKC's failure to enforce any of these terms and conditions shall not constitute a waiver of that, or any other provision.

© 2015 Burger King Corporation. All rights reserved.