Terms & Conditions | Hill's Pet Nutrition

Terms and conditions

Terms & Conditions Service

These Terms & Conditions ("Terms & Conditions" or “Terms”) set forth the terms and conditions upon which Hill’s Pet Nutrition Sales, Inc. and its affiliates (“we”, “us”, “our”, and "Hill’s") offers you, (“you”, “user”, or “your” which means any person or entity using the Service), access to Hill’s ecommerce platform where you can purchase Hill’s products from us.

These Terms also set forth the terms upon which we provide you with access to our network of websites (collectively, the “Sites” or “Site”) and the related services, products for purchase, features, content, software and mobile applications created by us (each, an “App”) to which these Terms are linked (collectively, the “Service”).

PLEASE REVIEW THE FOLLOWING TERMS CAREFULLY BEFORE USING THIS SERVICE OR ANY OTHER HILL’S OR HILL’S SUBSIDIARY OR RELATED ENTITY SERVICE.

By clicking “I Agree” or by accessing the Service you agree to be bound by these Terms. By visiting or browsing a Site, downloading an App, registering for a Site, contributing content to a Site or making a purchase through a Site or using the Service in any way, you agree to be bound by these Terms, which form a binding agreement between you and us. If you do not agree to these Terms, do not access or use the Services. This is a legally enforceable contract.

Data Collection; Privacy Policy. Hill’s Privacy Policy is incorporated and made part of these Terms & Conditions. You can find Hill’s Privacy Policy at www.hillspet.com/legal-statement-and-privacy-policy. You hereby agree to such Privacy Policy, which may be updated from time to time. Your continued use of the Service signifies your acknowledgment and acceptance of the revised Privacy Policy. Any personal data (for example, your name, address, telephone number, payment information, or e-mail address) that you transmit to the Service will be used by Hill’s in accordance with the Privacy Policy. Any other communication or material you transmit to the Service, such as questions, comments, suggestions or the like, will be treated as non-confidential and non-proprietary.

1. LICENSE; RESERVATION OF RIGHTS

1.1 Limited License to Use the Service. Subject to your compliance with the terms and conditions of these Terms & Conditions, Hill’s hereby grants to you a limited, personal, non-exclusive, non-transferable, license to access the Service solely for your own personal purposes. Except for the licenses and rights expressly granted under these Terms & Conditions, no licenses or rights are granted by Hill’s to you hereunder, by implication, estoppel or otherwise. All such other licenses and rights are reserved unto Hill’s.

1.2 Other License Restrictions. You shall not (i) copy or modify the Service for any purpose; (ii) reverse-engineer, decompile, modify, translate, disassemble or discover the source code for all or any portion of the Service; (iii) distribute, disclose, market, rent, lease or otherwise transfer the Service to any other person or entity; or (iv) use the Service or permit, enable or assist a third party, to create competing products or services.

1.3 Intellectual Property Rights. Hill’s retains all intellectual property rights in and to the Service and all related documentation interest (including all copyrights, patents, service marks, trademarks and other intellectual property rights), including, but not limited to, any and all updates, enhancements, customizations, revisions, modifications, future releases and any other changes thereto, and all related information, material and documentation. Except for rights specifically provided in these Terms & Conditions, you hereby assigns to Hill’s all other intellectual property rights it may now or hereafter possess in the Service and related documentation, and all derivative works and improvements thereof, and agrees to execute all documents, and take all actions, that may be necessary to confirm such rights. You also agree to retain all proprietary marks, legends and patent and copyright notices that appear on the Service and any related documentation delivered to you by Hill’s and all whole or partial copies thereof.

2. PURCHASES/ACCOUNT/RETURNS

2.1 Purchases. The Service allows you to purchase or otherwise obtain certain products from Hill’s. If you wish to make a purchase, you may be asked to supply certain relevant information, such as your credit card number and its expiration date, your billing address and your shipping information. You represent and warrant that you have the right to use any method of payment that you submit in connection with the Service. By submitting such information, you grant to us the right to provide such information to third parties for purposes of facilitating the purchase. Verification of information may be required prior to the acknowledgment or completion of any purchase through the Service. By making a purchase through the Service, you represent that the applicable products will be used only in a lawful manner.

2.2 Shelter Donation Terms. Hill’s utilizes ShoppingGives Foundation (“ShoppingGives”), a third-party, to provide donations to participating animal shelters. Hill’s will donate $1.00 USD to ShoppingGives per order received through the shop.hillspet.com website. Donations are subject to the ShoppingGives Terms of Use and Privacy Policy. You may also choose to contribute a donation to a participating shelter in the amount of $1, $3, $5, or $10 USD. ALL DONATIONS ARE FINAL AND CANNOT BE REFUNDED AFTER THE TRANSACTION IS COMPLETED.

You may select a shelter to receive the donation from a list of participating shelters. If no selection is made, Hill’s will donate to a participating shelter of its choice, which Hill’s may change at its sole discretion.

Hill’s and/or ShoppingGives will make reasonable efforts to provide donations to the participating shelter(s) selected. If Hill’s or ShoppingGives are unable to provide the donation to the selected shelter(s) for any reason, Hill’s and/or ShoppingGives will select an alternate shelter or another animal welfare charity at their sole discretion.

2.3 Your Account. In order to use the Services you must register for an account, provide certain information about yourself as prompted by the registration form, and you may be required to be logged in to the account and have a valid payment method associated with it. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; and (c) your use of the Services does not violate any applicable law or regulation or these Terms & Conditions. If there is a problem charging your selected payment method, we may charge any other valid payment method associated with your account. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your account, and you agree to accept responsibility for all activities that occur under your account or password. Hill’s does sell products for children, but it sells them to adults, who can purchase with a credit card or other permitted payment method. If you are under 18, you may use the Services only with involvement of a parent or guardian. Hill’s reserves the right to refuse service, terminate accounts, terminate your rights to use the Services, remove or edit content, or cancel orders in its sole discretion.

2.4 Order Acceptance. The receipt of an email order confirmation does not constitute the acceptance of an order or a confirmation of an offer to sell. Hill’s reserves the right, without prior notification, to limit the order quantity on any item and/or to refuse service to any customer. Verification of information may be required prior to the acceptance of an order. Prices and availability of products are subject to change without notice. Errors will be corrected when discovered and Hill’s reserves the right to revoke any stated offer and to correct any error, inaccuracy, or omission (including after an order has been submitted). Certain orders constitute improper use of the Service. Hill’s reserves the right, at its sole discretion, to refuse or cancel any order for any reason. Your account may also be restricted or terminated for any reason, at Hill’s sole discretion.

2.5 Risk of Loss. All purchases of physical items utilizing the Service are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon delivery to the carrier. You are responsible for filing any claims with carriers for damaged and/or lost shipments.

2.6 Returns, Refunds and Title. Hill’s does not take title to returned items until the item arrives at Hill’s warehouse. At Hill’s discretion, a refund may be issued without requiring a return. In this situation, Hill’s does not take title to the refunded item. Hill’s is unable to refund donations after a transaction is completed.

2.7 Product Descriptions. Hill’s attempts to be as accurate as possible, however, Hill’s does not warrant that product descriptions or other content of the Service is accurate, complete, reliable, current, or error-free. If a Hill’s product offered through the Service is not as described, your sole remedy is to return the unused portion for a full refund or replacement.

2.8 Pricing. We cannot confirm the price of an item until you order. If your order is fulfilled as part of an autoship subscription, the price of an item will be set at the time the order is processed. See Section 3, AUTOSHIP SUBSCRIPTIONS for more information. Despite our best efforts, a small number of the items in our catalog may be mispriced. If the correct price of an item is higher than the stated price, we will, at our discretion, either contact you for instructions before shipping or cancel your order and notify you of such cancellation. Other merchants may follow different policies in the event of a mispriced item. We generally do not charge your credit card until after your order has entered the shipping process.

2.9. Shipping. Products will be shipped to an address designated by you, if applicable, so long as such address is complete and complies with the shipping restrictions contained on the Service. Shipping and delivery dates are estimates only and cannot be guaranteed. We are not liable for any delays in shipment.

3. AUTOSHIP SUBSCRIPTIONS

3.1 Discounts and Pricing. Discounts offered as part of an autoship subscription are subject to change. Hill’s reserves the right to change the autoship subscription discount benefits, including the discount amounts and eligibility used to determine discount amounts, at any time in its sole discretion. All changes will apply to future orders, including for current autoship subscriptions.

Some of the offer details may change as you receive deliveries over time (for example, price, taxes, availability, and shipping charges). If the item is unavailable when we plan to ship it, you will be notified that the item is unavailable.

Your autoship subscription will automatically create a new order according to your chosen delivery schedule, until the end of the subscription period or until you cancel.

We may, in our sole discretion, terminate your autoship subscriptions at any time without notice. If we do so, you will only be charged for orders that have been shipped to you.

3.2 Eligible Purchases. Autoship subscription discounts are limited to items displaying an autoship subscription discount offer message. Your participation in the autoship subscription discount program is personal to you, and you may not assign or transfer your autoship subscription or any of the benefits to any third party without our authorization.

Autoship subscription discounts and any limited time special autoship subscription promotions in effect apply only to eligible items displaying the offer message on the item information pages, and then only if you select the autoship subscription delivery method. Autoship subscriptions are good while supplies last. Special limited time subscription promotions only apply during their effective dates. Autoship subscriptions are void where prohibited.

3.3 Payment; Renewal. The total cost charged to your payment method for each autoship subscription order will be the cost of the item on the day that order is processed less the autoship subscription discount (if any), plus any applicable shipping fees, surcharges and sales tax. Any eligible credit balances on your Hill’s customer account may be applied toward the balance of your order before charging any remaining balance to your payment method.

The charge for each autoship subscription item shipment will be billed to the payment method used to create your autoship subscription or as otherwise directed by you. If we are unable to complete your autoship subscription order with the payment method you selected, you authorize us to update your autoship subscription with another payment method in your account and to charge the payment method for your autoship subscription order.

Your subscription will remain in effect until you cancel. To cancel your subscription you must cancel at least two days before your order ships. Cancellation can be completed by logging into your account or contacting Hill’s customer service. If you cancel your subscription and then reactivate it, the discount applied to any subscription item may not be the same discount in effect at the time of cancellation. If the subscription discount percentage for such subscription item changes, the new discount will be applied to your future shipments of that item.

4. WARRANTIES AND LIMITATIONS OF LIABILITY.

4.1 Warranties. Hill’s warrants that it will use commercially reasonable efforts to cause the Service to operate in substantial conformance with its published documentation. Hill’s sole obligation and your sole remedy with respect to any failure of the Service to substantially conform to the documentation therefore is for Hill’s to use commercially reasonable efforts to remedy any such failure as soon as is reasonably practicable, and if such failure is not remedied in a reasonable time, for You to terminate these Terms & Conditions pursuant to Section 6.2.

4.2 No Practice of Veterinary Medicine. The Service is not intended to be, and must not be taken to be, the practice of veterinary medicine by Hill’s. Use of the Service does not create a veterinarian/patient relationship with Hill’s. Hill’s is not recommending or endorsing any specific veterinarian treatment or veterinarian.

4.3 Ability to Contract; Legal Age. The Service is offered and available to users who are 18 years of age or older. By using the Services, you represent and warrant that you are of legal age to form a binding contract with Hill’s and meet all of the foregoing eligibility requirements. If you are under the age of 18, make sure that your parent or legal guardian reads and agrees with the Terms & Conditions on your behalf, as your parent or legal guardian shall be fully responsible for your compliance with these Terms & Conditions. If you do not meet all of these requirements, you must not access or use the Service. In the Terms & Conditions, “you”, “user” or “your” means any person or entity using the Service, provided that if such person is under the age of 18, “you” and “your” also includes such person’s parent or legal guardian.

4.4 Warranty Disclaimer. EXCEPT AS SET FORTH IN SECTION 4.1, HILL’S DISCLAIMS ANY AND ALL WARRANTIES RELATING TO THE SERVICE OR ANY OTHER MATTER COVERED BY THESE TERMS & CONDITIONS, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. HILL’S DOES NOT WARRANT THAT THE SERVICE WILL OPERATE WITHOUT INTERRUPTION OR DELAY AND/OR BE ERROR-FREE, OR THAT ALL FAILURES OF THE SERVICE TO CONFORM TO THE DOCUMENTATION CAN OR WILL BE CORRECTED. HILL’S MAKES NO WARRANTIES OR REPRESENTATIONS AS TO THE ACCURACY OF ANY CONTENT PROCESSED BY THE SERVICE OR THE APP.

4.5 Limitations of Liability. IN NO EVENT SHALL HILL’S BE LIABLE FOR LOST PROFITS OR BUSINESS, LOSS OF GOODWILL, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR FOR ANY EXEMPLARY, PUNITIVE, SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, REGARDLESS OF WHETHER SUCH DAMAGES ARISE UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY OR OTHERWISE AND REGARDLESS OF WHETHER SUCH PARTY IS ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES. The aggregate liability of Hill’s for any and all claims arising under or in connection with these Terms & Conditions or its subject matter shall not exceed $500.

4.6 Essential Part of the Bargain. The parties acknowledge that the disclaimers and limitations set forth in this Section 4 are an essential element of these Terms & Conditions between the parties and the parties would not have entered into these Terms & Conditions without such disclaimers and limitations.

5. UNAUTHORIZED USE; SUBMISSIONS; THIRD PARTY LINKS; ELECTRONIC COMMUNICATIONS

5.1 Notification of Unauthorized Use. You shall promptly notify Hill’s in writing upon your discovery of any unauthorized use or infringement of the Service, or the related documentation, or Hill’s intellectual property rights with respect thereto. Hill’s shall have the sole and exclusive right to bring an infringement action or proceeding against any infringing third party and, in the event that Hill’s brings such an action or proceeding, you shall cooperate and provide full information and assistance to Hill’s and its counsel in connection with any such action or proceeding.

5.2 Third Party Links. The Services may contain links to third party websites, applications, or other content controlled by third parties. These links are provided solely as a convenience to you and do not constitute Hill’s endorsement of such third party sites, applications, content, products, or services. HILL’S AND ITS AFFILIATES ARE NOT RESPONSIBLE OR LIABLE FOR SITES, APPLICATIONS, CONTENT, PRODUCTS, SERVICES, PRIVACY PRACTICES, OR OTHER ACTIVITIES OF THIRD PARTIES. If you provide any confidential or personal information or engage in any transaction with any third party through a third party link on our Site or Services, you agree that Hill’s is not responsible for such disclosure or transaction. Any concerns regarding third party links should be directed to the respective third party. You acknowledge and agree that Hill’s shall not be responsible or liable, directly or indirectly, for any damage or loss caused by or in connection with the use of third party sites, applications, content, products, or services. You further agree that your use of such third party sites, applications, content, products, or services is governed by the respective third party and its applicable policies, terms, and conditions, if any. Hill’s reserves the right in its sole discretion to terminate links to third party sites, applications, content, products, or services at any time.

5.3 Electronic Communications. In the course of your use of the Services, you may be asked to provide certain personal information to us to enable communications regarding your use of the Services. Our collection and use of your personal information are governed by our Privacy Policy and any personal information you provide will be handled in accordance with our Privacy Policy. We will use the personal information you provide to communicate with you regarding the Services, including without limitation promotions, offerings, purchases and purchase fulfillment, and Site features. By providing your personal information, you consent to our communications with you using the information that you provide, including without limitation, email addresses and phone numbers. You consent to our use of your personal information to send you Service-related messages in lieu of postal mail. You may not opt-out of Service-related emails. We may also send you commercial emails on behalf of ourselves and our affiliates. You may opt out of receiving such emails at any time by following the instructions to unsubscribe in each commercial email.

6. TERM AND TERMINATION

6.1 Term. Your access to the Services shall begin on the date you register for the Service and shall continue until terminated earlier under the provisions of this Article 6.

6.2 Termination for Convenience. Hill’s may terminate your use of the Service at any time. You may terminate this Agreement at any time by canceling your account for the Services.

6.3 Effect of Termination. Upon the expiration or sooner termination of these Terms & Conditions, all of your license rights under these Terms & Conditions shall automatically and immediately cease and you shall promptly cease all uses of the Service. Sections 4.5, 4.6, 6.3 and 7 shall survive the expiration or sooner termination of these Terms & Conditions.

7. USER CONTENT AND POSTING ON SERVICES

7.1 Our Service may enable you to submit, provide, transmit, exchange, communicate and display (a "Post" or "Posting") content, reviews, ratings, photos, videos, messages or other information (“User Content”). Our Service may also provide access to content aggregated from third party sites, such as product reviews (“Third Party Content”).

7.2 Subject to our Privacy Policy, all User Content that you Post on this Service will be treated as non-confidential and non-proprietary to you and may be viewed by you and/or other users of the Service. We cannot guarantee that other users will not copy, modify, distribute or otherwise use the User Content that you share. You also agree that we, our affiliates and our licensees are free to use any ideas, concepts, know-how or techniques contained in any User Content you send to us for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products, services and content using such information, without any credit, notice, approval or compensation to you. We welcome user comments, information and submissions. If you want to formally submit your idea, please use our portal located at colgatepalmolive.yet2.com/.

7.3 By Posting User Content, you represent and warrant that you have the right to grant, and do grant, to Hill’s a revocable, perpetual, unlimited, non-exclusive, fully paid, royalty-free, transferable, worldwide license (with a right to sublicense) to use, copy, perform, display, share with vendors, and distribute such User Content to prepare derivative works of, or incorporate into other works and into any form, medium, or technology, now known or hereafter developed, throughout the world, and to grant and authorize sublicenses of the foregoing, all without any notification or compensation to you. You also hereby grant each user of the Service a non-exclusive license to access your User Content through the Service, and to use, edit, modify, reproduce, distribute, prepare derivative works of, display and perform such User Content. We have the right, but not the obligation, to use your user name (and real name, image, likeness or other identifying information, if provided in connection with User Content), city and state in connection with any publication of your User Content. Do not Post or provide any User Content that you do not wish to license to us.

7.4 For any Content that you submit, Hill’s reserves the right, in its sole discretion, to condense, excerpt from, or reformat the Content on Hill's website. Hill’s does not guarantee that you will have any recourse through Hill’s to edit or delete any Content you have submitted. Hill’s further reserves the right, in its sole discretion, to remove or refuse to post Content for any reason, except if the purpose is to prevent a consumer from posting a negative or unfavorable review of Hill's products or services that does not otherwise violate these Terms & Conditions or relate to a product or service that has been or will soon be discontinued.

7.5 By submitting any User Content to Hill’s, you represent and warrant that:

7.5.1 you are the sole author and owner of the intellectual property rights in the User Content;

7.5.2 all User Content that you post is accurate and complete;

7.5.3 you are at least 18 years old;

7.5.4 use of the User Content you supply does not violate these Terms & Conditions or Hill’s Privacy Policy and will not cause injury to any person or entity;

7.5.5 you have made proper disclosures regarding any material connections between you and Hill’s

7.5.6 your User Content reflects your honest and truthful opinion regarding your experience with Hill’s products; and

7.5.7 you are either (1) not a Hill’s or Colgate employee, or (2) a Hill’s or Colgate employee and have clearly and conspicuously disclosed this in your review.

7.6 You further represent and warrant that you have all permissions and licenses necessary to grant such rights to us, including, by way of example, "right of publicity" and other rights relating to the reproduction of names and/or likenesses of any individuals which appear in such User Content. You may revoke any of the foregoing licenses by deleting the applicable licensed User Content pursuant to the instructions provided on our Service. However, we may retain copies of such User Content for non-public, non-commercial, archival use and you acknowledge and agree that to the extent that we may have already distributed your User Content to a third party we have no obligation to retrieve or cause such third party to cease using such User Content.

7.7 You are solely responsible for the User Content that you Post. You agree not to Post any content that:

7.7.1 is unrelated to the products and services offered by or available at Hill’s Site or Apps;

7.7.2 is offensive to the community, such as content that promotes racism, bigotry, hatred or physical harm of any kind against any group, organization or individual;

7.7.3 harasses or advocates harassment of another person, group or organization;

7.7.4 involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming,” or is an advertisement or refers to other products, offers, or websites;

7.7.5 involves information that you know is false, inaccurate, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;

7.7.6 infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy, or misappropriates the name and/or likeness of another;

7.7.7 includes material that is defamatory, libelous, hateful, abusive, indecent, vulgar, sexist, racially or religiously biased or offensive;

7.7.8 contains nudity or depicts sexual activities or contains sexually suggestive content, including photographs, or is pornographic or otherwise inappropriate or obscene;

7.7.9 contains any material that depicts, describes or threatens violence, or is unlawfully threatening or unlawfully harassing to any individual, partnership or corporation;

7.7.10 contains words or descriptions that are reasonably considered vulgar, course or crude;

7.7.11 for which you were compensated or granted any consideration by any third party;

7.7.12 that includes any information that references other websites, addresses, email addresses, contact information or phone numbers, or any other personally identifiable information for you or any third party;

7.7.13 that includes a critical or spiteful comment on other Content posted on any Hill’s website page or their authors;

7.7.14 that includes any information that references other websites, addresses, email addresses, contact information or phone numbers, or any other personally identifiable information for you or any third party;

7.7.15 solicits passwords or personal identifying information from other users;

7.7.16 violates any law, statute, ordinance or regulation (including, but not limited to, those governing export control, consumer protection, unfair competition, anti-discrimination, false advertising or guidance relating to endorsements and testimonials);

7.7.17 engages in any unauthorized commercial activities, solicitations and/or sale;

7.7.18 that contains any computer viruses, worms or other potentially damaging computer programs or files; and/or

7.7.19 that otherwise violates these Terms & Conditions.

7.8 You understand and agree that we have the right, but not the obligation, to monitor User Content; alter, remove, or refuse to Post or allow to be Posted any User Content; disclose any User Content, and the circumstances surrounding its transmission, to any third party; investigate, take legal action against and delete any Account and/or User Content that, in our sole judgment, violates these Terms of Use, might be offensive or illegal, might harm, violate the rights of, or threaten the safety of others, or might in any way be deemed unsuitable by us.

7.9 You acknowledge that User Content and Third Party Content may be inaccurate, misleading, or deceptive. Posted Content should not be construed as an endorsement, affiliation, or promotion of any of the products or services discussed. The opinions expressed by third parties reflect solely the opinions of the individuals who submitted such opinions and may not reflect the opinions of Hill’s. Hill’s does not represent or warrant the accuracy of any statements or product claims made in User Content and/or Third Party Content, nor endorses any opinions expressed within any such Content. Hill’s is not responsible for, and has no liability for, any use of all or any part of the User or Third Party content by any third party. None of the User or Third Party Content submitted shall be subject to any obligation of confidence on the part of Hill’s, its agents, subsidiaries, affiliates, partners or third party service providers and their respective directors, officers and employees.

7.10 By submitting your email address in connection with any User Content, you agree that Hill’s and its third party service providers may use your email address to contact you about the status of such User Content and other administrative purposes.

8. GENERAL

8.1 Export Compliance. The Service is subject to United States export control and economic sanctions laws and regulations, and may be subject to export, import or sanctions regulations in other countries. You agree to strictly comply with all such laws and regulations, including any U.S. embargo or other federal rules and regulations restricting exports. You further acknowledge that you have the responsibility to obtain authorization to export, re-export, transfer or import the Service or data on our Service, as may be required under U.S. law or the laws of other jurisdictions. You may not export, re-export, transfer or import the Service, or any software, data, or information available through the Service, in violation of United States export control laws and regulations, including but not limited to the U.S. Export Administration Regulations administered by the U.S. Department of Commerce and all economic sanctions regulations and laws administered by the U.S. Department of Treasury Office of Foreign Assets Control. You shall indemnify and hold harmless Colgate from and against any and all losses, claims and expenses incurred by Colgate as a result of the breach of your obligations under this Section.

8.2 Independent Contractors. In making and performing these Terms & Conditions, the parties are acting and shall act as independent contractors. Neither party is, nor will be deemed to be, an agent, legal representative, joint venturer or partner of the other party for any purpose.

8.3 Force Majeure. In the event that Hill’s is unable to perform its obligations under these Terms & Conditions because of acts of God, strikes, equipment or transmission failure, unavailability or poor performance of the Internet, or other causes reasonably beyond its control, Hill’s shall not be liable to the You for any damages resulting from such failure to perform or otherwise from such causes.

8.4 Governing Law. These Terms & Conditions are governed by the laws of the State of Kansas, without regard to its choice of law provisions. Subject to section 8.5, the state courts of general jurisdiction located within Johnson County, Kansas, and federal court located within Wyandotte County, Kansas, will have exclusive jurisdiction and be the exclusive venue for any and all disputes arising out of, relating to or concerning these Terms Service or in which these Terms & Conditions are a material fact.

8.5 Dispute Resolution. Any controversy or claim between the parties arising out of these Terms & Conditions or any use of the Service shall be determined by one disinterested arbitrator in binding arbitration pursuant to the Commercial Arbitration Rules and the Supplementary Procedures for Online Arbitration of the American Arbitration Association (the “AAA”). The arbitrator shall be experienced in agreements for information technology services, either as an attorney or as an information technology professional. If the parties fail to appoint an arbitrator within forty-five (45) days of the institution of the arbitration, the AAA shall select the arbitrator promptly thereafter. Any requests for accelerated, emergency or preliminary relief shall be submitted pursuant to the AAA’s Optional Rules for Emergency Measures of Protection. If any such requests are made before an arbitration panel is empaneled, then the AAA shall appoint one disinterested arbitrator as an arbitration panel to immediately hear and decide such request. The arbitration panel shall have the right to grant interim awards. Testimony shall be permitted by telephone, video conference and other forms of real-time telecommunications. If the arbitrator requires in-person hearings, the hearings shall be held in Johnson County, Kansas. The arbitral award will be final and binding, and may be entered and enforced in any court of competent jurisdiction.

8.6 Waiver of Jury Trial and Class Actions. BY ENTERING INTO THESE Terms & Conditions, YOU AND HILL’S ACKNOWLEDGE AND AGREE TO WAIVE CERTAIN RIGHTS TO LITIGATE DISPUTES IN COURT, TO RECEIVE A JURY TRIAL OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY. YOU AND HILL’S BOTH AGREE THAT ANY ARBITRATION WILL BE CONDUCTED ON AN INDIVIDUAL BASIS AND NOT A CONSOLIDATED, CLASS-WIDE OR REPRESENTATIVE BASIS AND THE ARBITRATOR SHALL HAVE NO AUTHORITY TO PROCEED WITH AN ARBITRATION ON A CLASS OR REPRESENTATIVE BASIS. THE ARBITRATOR MAY AWARD INJUNCTIVE RELIEF ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF WARRANTED BY THAT PARTY’S INDIVIDUAL CLAIM. IF FOR ANY REASON THE ARBITRATION CLAUSE SET FORTH IN THESE TERMS IS DEEMED INAPPLICABLE OR INVALID, OR TO THE EXTENT THE ARBITRATION CLAUSE ALLOWS FOR LITIGATION OF DISPUTES IN COURT, YOU AND HILL’S BOTH WAIVE, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY RIGHT TO PURSUE OR TO PARTICIPATE AS A PLAINTIFF OR AS A CLASS MEMBER IN ANY CLAIM ON A CLASS OR CONSOLIDATED BASIS OR IN A REPRESENTATIVE CAPACITY.

8.7 Public Statements. Either party may disclose the existence of these Terms & Conditions but may not represent to any third party any positions, statements, intentions or other actions on behalf of the other.

8.8 Assignment. You may not assign any of its rights or privileges, or delegate any of your duties or obligations hereunder to any third party without the prior written consent of Hill’s. Any purported assignment in contravention of this Section shall be null and void. Subject to the foregoing, these Terms & Conditions shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors and assigns.

8.9 Notices. All notices and other communications hereunder shall be in writing and shall be deemed effective when delivered by hand, reputable overnight delivery service, or certified mail (return receipt requested), postage prepaid to: (a) in the case of Hill’s, to the address set forth on the Hill’s website to the attention of the President; and (b) in the case of you, to the address set forth in your account information.

8.10 Entire Agreement; Amendment. These Terms & Conditions constitute the entire agreement between the parties concerning the subject matter hereof and supersedes all prior understandings and agreements between the parties, whether written or oral, regarding the subject matter hereof. These Terms & Conditions may not be amended, supplemented or otherwise modified by you except by an instrument in writing signed by both parties and attached hereto. Hill’s may modify the Terms & Conditions upon providing written notice to you either via the e-mail registered under your account or by posting such changes on the website. Any use of the Service following any such modification constitutes an acceptance of the modification. If you do not accept any modification, you must immediately cease all usage of the Service.

8.11 Waivers. A waiver by either party of a breach or violation of any provision of these Terms & Conditions will not constitute or be construed as a waiver of any subsequent breach or violation of that provision or as a waiver of any breach or violation of any other provision of these Terms & Conditions.

8.12 Severability. If any provision of the Terms & Conditions is held to be unenforceable, it shall be severed and the remaining provisions will remain enforceable. The severed provision will be replaced by an enforceable provision most nearly reflecting the intention of the parties.

8.13 Electronic Communications. When you use Hill’s Services, or send e-mails, text messages, and other communications from your desktop or mobile device to us, you may be communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages on this Site or through the other Hill’s Services, and you can retain copies of these communications for your records. 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.