Terms and Conditions

Welcome to gp-partsdirect.com. These Terms and Conditions apply to the General Parts website located at www.gp-partsdirect.com and all other sites, mobile sites, services, applications, platforms, and tools where these Terms and Conditions appear or are linked (collectively, the "Site"). The Site is owned and operated by General Parts, LLC and its subsidiaries and affiliates (collectively, "General Parts").

ACCEPTANCE OF TERMS

BY ACCESSING OR OTHERWISE USING THE SITE, YOU AGREE TO THESE TERMS AND CONDITIONS. Any person or entity who interacts with the Site through use of crawlers, robots, browsers, data mining or extraction tools, or other functionality, whether such functionality is installed or placed by such person or entity or a third party, is considered to be using the Site. If at any time you do not accept all of these Terms and Conditions, you must immediately stop using the Site. Certain areas within the Site may be governed by additional terms ("Additional Terms"). By using those areas of the Site, you agree to the Additional Terms. Additional Terms are incorporated into these Terms and Conditions, and any reference to these Terms and Conditions includes the Additional Terms.

PRIVACY

Our Privacy Policy describes the details of General Parts' practices and procedures for collecting personal information. Please review this policy.

ELECTRONIC COMMUNICATIONS

When you visit gp-partsdirect.com or send emails to General Parts, you are communicating with General Parts electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that General Parts provides to you electronically satisfy any legal requirements that such communications be in writing. You further agree that any notices provided by General Parts electronically are deemed to be given and received on the date we transmit any such electronic communication.

COPYRIGHT

All content included on the Site, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of General Parts or its content suppliers and protected by U.S. and International copyright laws. The compilation of all content on the Site is the exclusive property of General Parts, with copyright authorship for this collection by General Parts, and protected by U.S. and International copyright laws.

TRADE MARKS

Certain trademarks, such as, "Serving Those Who Feed the Nation, "General Parts Group," and "Foodservice Equipment Support" are the Website marks and trademarks of General Parts. The domain name for the Site, custom graphics, and button icons are the Website marks, trademarks, logos, and/or trade dress of General Parts. All other trademarks, Website marks, trade dress, product names, company names or logos, whether registered or not, on the Site are the property of their respective Companies. In addition to complying with all applicable laws, you agree that you will not use any such trademarks, Website marks, trade dress, or other logos from the Site without the prior written authorization of the Company.

LICENSE AND SITE ACCESS

General Parts grants you a limited license to access and make personal use of the Site and not to download or modify it, or any portion of it, except with the express written consent of General Parts. This license does not include any resale or commercial use of the Site or its contents; any collection and use of any product listings, descriptions, or prices: any derivative use of the Site or its contents: any downloading or copying of account information for the benefit of another merchant: or any use of data mining, robots, or similar data gathering and extraction tools. The Site or any portion of the Site may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of General Parts. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of General Parts and its associates without express written consent. You may not use any meta-tags or any other "hidden text" utilizing General Parts' name or trademark without the express written consent of General Parts. General Parts (or the respective third party Company's of Content) retains all right, title, and interest in the Site and any Content, features, Products and Services offered on the Site, including any and all intellectual property rights. Any unauthorized use terminates the permission or license granted by General Parts.

UNLAWFUL AND PROHIBITED USE

The Site may only be used for lawful purposes in accordance with the terms of the license granted in these Terms and Conditions. Any use or attempted use of the Site (i) for any unlawful, unauthorized, fraudulent or malicious purpose, or (ii) that could damage, disable, overburden, or impair and server, or the network(s) connect to any server, or (iii) interfere with any other party's use and enjoyment of the Site, or (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, or (v) to access systems, data or information not intended by General Parts to be made accessible to a user, or (vi) attempt to obtain any materials or information through any means not intentionally made available by General Parts, or (vii) any use other than the business purpose for which it was intended, is prohibited.

YOUR MEMBERSHIP ACCOUNT

You may be required to register with General Parts in order to access certain service or areas of the Site. Your username and password are for your personal use only. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. You must immediately notify General Parts of any unauthorized use of your account or any breach of security of which you become aware. General Parts will not be liable for any loss that you 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 General Parts or another party due to someone else using your account or password. General Parts reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.

NO AGENCY RELATIONSHIP

Neither these Terms and Conditions, nor any Content, materials, features, or Products and Services of the Site create any partnership, joint venture, employment, or other agency relationship between you and General Parts.

TRANSACTIONS

If you wish to purchase any product or service made available through the Site (each such purchase, a "Transaction"), you may be asked to supply certain information relevant to your Transaction including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information. You represent and warrant that you have the legal right to use any credit card(s) or other payment method(s) utilized in connection with any transaction. By submitting such information, you grant to General Parts the right to provide such information to third parties for purposes of facilitating the completion of Transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgement or completion of any Transaction.

REVIEWS, COMMENTS, EMAILS, AND OTHER CONTENT

Visitors may post reviews, comments, and other content: and submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam." You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. General Parts reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content. If you do post content or submit material, and unless General Parts indicates otherwise, you grant General Parts a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant General Parts the right to use the name that you submit in connection with such content. You represent and warrant that you own or otherwise control all of the rights to the content you post, that the content is accurate, that use of the content you supply does not violate this policy and will not cause injury to any person or entity, and that you will indemnify General Parts for all claims resulting from content you supply. General Parts has the right but not the obligation to monitor and edit or remove any activity or content. General Parts takes no responsibility and assumes no liability for any content posted by you or any third party.

LINKS TO THIRD-PARTY WEBSITES

The Site may contain links and interactive functionality interacting with the websites of third parties, including social sites and product manufacturer sites. General Parts is not responsible for and has no liability for the functionality, actions, inactions, privacy settings, privacy policies, terms, or content of any such website. General Parts strongly recommends that you review and understand the terms and conditions, privacy policies, settings, and information-sharing functions of each third-party website. The links and interactive functionality for third-party sites on the Site do not constitute an endorsement by General Parts of such third-party sites. Other sites may link to the Site with or without the authorization of General Parts, and we may block and links to or from the Site. YOUR USE OF THIRD-PARTY WEBSITES AND RESOURCES IS AT YOUR OWN RISK.

RISK OF LOSS

Except as otherwise set forth herein, the risk of loss for and title to products purchased on the Site passes to the purchaser upon delivery to the carrier.

DISCLAIMERS OF WARRANTIES

General Parts attempts to be as accurate as possible. However, General Parts does not warrant that product descriptions or other content of the Site is accurate, complete, reliable, current, or error-free.

THE SITE AND ALL INFORMATION, CONTENT, MATERIALS, PRODUCTS, SERVICES, AND USER CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SITE (COLLECTIVELY, THE "SITE CONTENTS") ARE PROVIDED BY GENERAL PARTS ON AN "AS IS," "AS AVAILABLE" BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. GENERAL PARTS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR THE INFORMATION, THE ACCURACY OR COMPLETENESS OF THE SITE CONTENTS, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, GENERAL PARTS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. GENERAL PARTS DOES NOT WARRANT THAT THE SITE, ITS SERVERS, OR E-MAIL SENT FROM GENERAL PARTS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. GENERAL PARTS WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OF 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 MAY HAVE ADDITIONAL RIGHTS.

INDEMNIFICATION AND DEFENSE

You agree to defend, indemnify, and hold harmless General Parts and its respective employees, directors, officers, agents, vendors, and suppliers from and against any liabilities, losses, investigations, inquires, claims, suits, damages, costs, and expenses (including without limitation, reasonable attorney's fees and expenses) (each, a "Claim") arising out of or otherwise relating to your use of the Site, including without limitations any User Content submitted by you and Claims alleging facts that if true would constitute a breach by you of these Terms and Conditions.

APPLICABLE LAW

These Terms and Conditions are governed by the laws of the state of Minnesota, USA and controlling United States Federal Law without regard to any conflicts of law provisions.

DISPUTES

Any dispute relating in any way to your visit to the Site or to products purchased through General Parts will be governed by the laws of the state of Minnesota, United States of America, without regard to Minnesota's choice of law principles. You further agree that the exclusive forum and venue for any legal action arising out of or related to these Terms and Conditions shall be the United States District Court for the District of Minnesota, and you submit to the personal jurisdiction of that court. If subject matter jurisdiction (including diversity jurisdiction) does not exist in the United States District Court for the District of Minnesota, then the exclusive forum and venue for any such action shall be the courts of the State of Minnesota located in Hennepin County, and you submit to the personal jurisdiction of that court. The making of claims or resolution of disputes pursuant to this agreement shall be in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. You agree that to the extent permitted by applicable law: (1) any and all disputes, claims, and causes of action arising out of or connected with the Site and/or these Terms and Conditions will be resolved individually in the forum designated in this section without resort to any form of class action; and (2) any and all claims, judgments, and awards will be limited to actual third-party, out-of-pocket costs incurred (if any), but in no event will attorneys' fees be awarded or recoverable.

SITE POLICIES, MODIFICATION, AND SEVERABILITY

Please review General Parts' other policies, such as the Privacy and Returns policies, posted on the Site. These policies also govern your visit to General Parts. General Parts reserve the right to make changes to the Site, policies, and these Terms and Conditions at any time without notice. If any of these conditions shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.

MISCELLANEOUS

These Terms and Conditions, including policies and information linked from or incorporated herein, constitute the entire agreement between you and General Parts with respect to the Site and supersede all prior communications, agreements, and proposals with respect to the Site. No provision of these Terms and Conditions shall be waived except pursuant to a writing executed by the party against whom the waiver is sought. No failure to exercise, partial exercise, or delay in exercising any right or remedy under these Terms and Conditions shall operate as a waiver or estoppels of any right, remedy, or condition. If any provision of these Terms and Conditions is held invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected or impaired.

CONTACT US

If you have concerns about General Parts or your use of the Site, please contact us by clicking on the "Contact Us" link in the menu. Or you can email us at inquiries@gp-partsdirect.com