GOLDEN FRANCHISING CORPORATION
TERMS AND CONDITIONS
Effective as of October 1, 2020.
Please read these Terms and Conditions carefully before downloading, accessing, or using any Web Services. Except where prohibited by applicable law, these terms and conditions contain disclaimers or warranties, disclaimers of liability and an exclusive remedy, and a binding arbitration clause and class action waiver.
These Terms and Conditions (“Terms and Conditions”) apply to your access to, and use of, any Golden Franchising Corporation (“Golden”) website, mobile application, and online service or program where these Terms and Conditions are posted or linked (“Web Services”). These Terms and Conditions are a legal and binding agreement between you and Golden, and, as applicable, its subsidiaries, affiliates, and related entities (“Affiliates”) (Golden and its Affiliates are referred to herein, as the context may require, as “we”, “us”, or “our”). These Terms and Conditions govern your use of our Web Services, which includes the programs, offers, content, information, services, and features made available through our Web Services. If you do not agree to these Terms and Conditions, then you should not use our Web Services.
Your use of our Web Services is at your risk. If you are dissatisfied with our Web Services in any way, its programs, offers, contents, features, or these Terms and Conditions, your sole and exclusive remedy is to discontinue accessing and using our Web Services.
USE OF WEB SERVICES
Our Web Services and all content, information, and other materials featured, displayed, contained, and available on our Web Services, including, but not limited to, all text, images, graphics, designs, illustrations, photographs, pictures, audio, software, and video clips, the “look and feel”, pages, screens, content arrangement, and computer programs (collectively, “Materials”) are owned by or licensed to Golden and its Affiliates and are protected by copyright, trademark, trade dress, patent, and/or other intellectual property rights and unfair competition laws under the United States and foreign laws. Subject to your compliance with these Terms and Conditions, we grant you a personal, non-exclusive, non-transferable, limited right to access, use, display, and download our Web Services for noncommercial purposes only. You may view, display, copy, download, and print the Materials solely for your own personal, noncommercial use. All copyright, trademark, and other proprietary notices contained on the Materials must be retained on all copies thereof. You may not, in any way, otherwise copy, reproduce, distribute, transmit, display, perform, reproduce, publish, license, modify, create derivative works from, sell, or exploit, in whole or in part, our Web Services or its Materials. Except as expressly provided herein, we do not grant any express or implied right to you under any patents, trademarks, copyrights, or trade secret information.
You agree to abide by all additional terms, conditions, and restrictions included within our Web Services, the Materials, and/or the programs, features, and services.
Golden may at any time, for any reason, and without notice or liability: (1) modify, suspend, or terminate operation of or access to any Web Services, or any portion thereof; (2) change, revise, or modify our Web Services, the Materials, or any portion thereof; (3) interrupt the operation of our Web Services, or any portion thereof, as necessary to perform routine or non-routine maintenance, error correction, or for any other purposes; (4) impose limits on certain programs, features, and services, or restrict your access to our Web Services, in whole or in part; and/or (5) terminate the authorization, rights, and license given above, upon which you shall immediately destroy all Materials.
You agree to use our Web Services, the Materials, and the programs, features and services in accordance with these Terms and Conditions and all applicable laws and regulations. You agree not to:
- modify, adapt, translate, or reverse engineer any portion of our Web Services or the Materials;
- use our Web Services or any Materials, features, or services for any unlawful, fraudulent, or malicious purposes, or to solicit any such activity;
- attempt to gain unauthorized access to any accounts, features, systems, or networks through hacking, password mining, or any other means;
- use our Web Services or any feature in any way that could disrupt, damage, disable, overburden, or impair it or its systems, servers, or networks;
- frame or mirror any portion or feature of our Web Services;
- use our Web Services or any feature for advertisements, chain letters, spamming, junk mail, solicitations, or any other commercial purposes;
- use any “deep-link”, “page-scrape”, “robot”, “spider”, or other automatic device, program, algorithm, or methodology, or any similar or equivalent manual process, to: (1) access, acquire, copy, or monitor any portion of our Web Services or the Materials; (2) reproduce or circumvent the navigational structure or presentation of our Web Services or the Materials; or (3) obtain or attempt to obtain any materials, documents, or information through any means not purposely made available through our Web Services;
- use any device, software, or routine to interfere or attempt to interfere with the proper working of our Web Services or with any other person’s use or enjoyment of our Web Services;
- transmit any viruses, worms, defects, Trojan horses, time bombs, cancel-bots, corrupted files, or other items of a destructive nature;
- circumvent or attempt to circumvent any security or authentication measures implemented by or on behalf of Golden;
- forge headers or otherwise manipulate identifiers;
- post, transmit, submit, or include any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable content, material, or information of any kind, or any content, material, or information that may give rise to criminal or civil liability;
- submit or post any false or misleading information; and/or
- violate, infringe, or misappropriate the intellectual property, publicity, privacy, or other proprietary rights of Golden, its Affiliates, or any other person or entity.
We reserve the right to prohibit access, use, conduct, communications, or content that we, in our sole discretion, deem to be harmful to our Web Services, the Materials, users, us, our brand, or any other person or entity, or that violates these Terms and Conditions and/or applicable law.
Except for any personally identifiable information we may collect from you under the guidelines established in our Privacy Policies, any materials, remarks, suggestions, ideas, photos, stories and/or other information you communicate or submit to us through Web Services, via phone, or otherwise (“Submissions”) will be considered non-confidential and non-proprietary. By providing Submissions to us, you expressly grant us an unrestricted, irrevocable, perpetual, transferable (i.e., fully assignable and sub-licensable), worldwide, royalty-free license to disclose, copy, reproduce, display, publicly perform, transmit, distribute, translate, reformat, incorporate, and otherwise use your Submissions along with your name, photograph, voice, likeness and other information, content, or materials embodied therein, in whole or in part, and create derivative works therefrom, in any media now known or hereafter developed, and for any and all commercial or non-commercial purposes without compensation to you or anyone else. You also permit any user to access, display, view, store, and reproduce, for personal use only, your Submissions as posted by us.
We may, but shall not be obligated to, in our sole discretion, post any Submissions on our Web Services and identify you as the submitting party. We may, without notice to you, refuse or edit Submissions for any reason or no reason, including those Submissions that violate these Terms and Conditions, are irrelevant or inappropriate, or represent us in a negative way or in any manner not consistent with our brand and/or reputation, as determined by us in our sole discretion.
You agree that any statements that you make about us or any of our products, services, or programs in any Submissions that you make accurately reflect your personal beliefs and experiences with us and our products and services, and that any opinions submitted are true to the best of your knowledge.
You are fully responsible for your Submissions. You agree that your Submissions comply in all respects with these Terms and Conditions and shall not be made on behalf of any person or entity without their prior written consent. You may not include any content (i.e., text, photos, images, quotes, logos, etc.) that is the property of another (i.e., protected by copyright, trademark, or other intellectual property rights), unless you have express, written permission to do so.
PROGRAMS AND PROMOTIONS
Any programs, offers, sweepstakes, contests, raffles, surveys or other similar promotions (collectively, “Promotions”) made available through our Web Services may be governed by rules and/or terms that are additional to these Terms and Conditions. By participating in any such Promotion, you will become subject to any such additional Promotions terms. Golden urges you to read any applicable Promotions terms, which are either included herein or linked from the particular Promotion, and to review our Privacy Policies which, in addition to these Terms and Conditions, governs any information you submit in connection with any such Promotions.
COPYRIGHT INFRINGEMENT NOTIFICATION
The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. Copyright Law. If you believe in good faith that Materials available on our Web Services infringe your copyright, you (or your agent) should send us a notice requesting that we remove the Material or block access to it. If you believe in good faith that someone has wrongly submitted a notice to us under this paragraph, then you should send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA. See https://www.copyright.gov/ for details.
If you believe that your work has been improperly copied and posted on our Web Services, then please provide us with the following information: (1) name, address, telephone number, email address, and an electronic or physical signature of the copyright owner or of the person authorized to act on his or her behalf; (2) a description of the copyrighted work that you claim has been infringed; (3) the applicable Web Services and a description of where the Material that you claim is infringing is located within such Web Services; (4) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (5) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. These requirements must be followed to give us legally sufficient notice of infringement.
Notices and counter-notices should be sent to:
Address: Golden Franchising Corporation
1131 Rockingham Drive, Suite 250
Richardson, Texas 75080
Attn: Legal – DMCA Manager
Phone: (972) 831-0911
DMCA details are available at https://www.copyright.gov/onlinesp/.
We suggest that you consult your legal advisor before filing a notice or counter-notice. Please be aware that there may be penalties for false claims under the DMCA.
LOGIN AND REGISTRATION
Certain programs, offers, features, or services offered on or through our Web Services may require you to complete a registration process and/or setup an account or login. In connection therewith, you agree to (1) provide true, accurate, current, and complete information about yourself, and (2) maintain and promptly update your information to keep it true, accurate, current, and complete. You are entirely responsible for maintaining the confidentiality of the information you hold for any login, including your password. You agree to notify Golden immediately of any unauthorized use of your login, or any other breach of security. You may be held liable for losses incurred by Golden or any other Web Services user or visitor due to someone else using your login as a result of your failing to keep your login information secure and confidential.
You may not use anyone else’s login at any time without their express written permission. Golden shall not be liable for any loss or damage arising from your failure to comply with these obligations.
In order to use Web Services made available through a mobile application (“Mobile App”) you must have a compatible mobile device. Golden does not warrant that the Mobile App will be compatible with your mobile device.
If you access the Mobile App using an Apple iOS or Android powered device, Apple Inc. or Google, Inc., and their subsidiaries, respectively, shall be a third-party beneficiary to this contract and you agree that these third-party beneficiaries have the right to enforce these Terms and Conditions against you. However, these third-party beneficiaries are not a party to these Terms and Conditions and are not responsible for the provision or support of the Mobile App. You agree that your access to the Mobile App also shall be subject to the usage terms set forth in the applicable third-party beneficiary’s terms of service.
The Mobile App may automatically download and install updates from time to time or require the downloading and installation of updates or new versions for continued use. You acknowledge that in some instances these updates and/or new versions may reduce or remove features and functionality in prior versions of the Mobile App.
LINKS TO THIRD PARTY SITES AND SOCIAL MEDIA PAGES
Our Web Services may contain links to other third-party websites, including the affiliated and franchised operators of GOLDEN CHICK® restaurants (“Operators”), and social media platforms, such as Facebook, Twitter, or Foursquare (all links to third-party websites and social medial platforms are collectively referred to herein as “Linked Sites”). Linked Sites are provided only for your convenience. If you decide to visit any Linked Sites, you do so at your own risk. Golden and its Affiliates have no responsibility or liability for any Linked Sites, or the content, policies, or actions thereof. If you choose to purchase any product or service from any Linked Sites (including, without limitation, from any Operators Linked Sites), your relationship is with that third party. You agree that we are not responsible for the quality of third-party products or services or fulfilling any of the terms of your agreement with the seller, including, but not limited to, the delivery of products and services and warranty obligations related to products and services. Link Sites do not imply that we sponsor, endorse, are affiliated or associated with, or authorize the use of any trademark, trade name, service mark, design, logo, symbol, or other copyrighted materials displayed on or accessible through such Linked Sites.
Golden’s Privacy Policies apply to use of our Web Services and programs, offers, and promotions, and its terms are made a part of these Terms and Conditions by this reference. By accessing and using our Web Services you agree to be bound by our then-current Privacy Policies.
TRADEMARK INFORMATION AND OWNERSHIP OF INTELLECTUAL PROPERTY
GOLDEN CHICK®, GOLDEN TENDERS®, and LOTTA ZING® are registered trademarks and service marks of Golden Franchising Corporation in the United States and other countries. Golden Operating Corporation, our Affiliates and our franchisees are licensees of these trademarks and service marks. The absence of a trademark notice or legend indicating the registration or ownership by Golden anywhere in the text of our Web Services does not constitute a waiver of Golden’s trademark or other intellectual property rights concerning that trademark or service mark used or referenced on our Web Services.
Our Web Services, the Materials, and the trademarks, logos, service marks, and all other source identifying indicia displayed on our Web Services (collectively, the “Golden Intellectual Property”) are owned by or licensed to Golden, or others with all rights reserved unless otherwise noted. We do not permit third parties to use Golden Intellectual Property in any manner, including advertising, as an endorsement for any product or service, in association with contests or promotions, or for any other purpose, commercial or otherwise, without our prior express written permission.
Nothing contained on our Web Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use Golden Intellectual Property without our prior express written permission. You are strictly prohibited from using any Golden Intellectual Property except as expressly provided in these Terms and Conditions. You are also advised that Golden and/or its licensee(s) will aggressively enforce its intellectual property rights to the fullest extent of the law, including seeking civil and criminal prosecution.
When you visit our Web Services or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices on our Web Services. 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. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms and Conditions.
Golden makes no representations or warranties regarding our Web Services and the Materials.
WE DO NO WARRANT THAT OUR WEB SERVICES OR THE MATERIALS WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DEFECTS WILL BE CORRECTED.
WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE USE OF OUR WEB SERVICES OR THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH OUR WEB SERVICES, OR THE RESULTS OBTAINED THEREFROM, INCLUDING, WITHOUT LIMITATION, AS TO ACCURACY, TIMELINESS, RELIABILITY, OR OTHERWISE.
OUR WEB SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH OUR WEB SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, NON-INFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. WE DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTY SERVICE PROVIDERS, PARTNERS, SPONSORS, LICENSORS, LICENSEES, OR THE LIKE (“PROVIDERS”) IN CONNECTION WITH OR RELATED TO YOUR USE OF OUR WEB SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH OUR WEB SERVICES.
LIMITATIONS ON LIABILITY
IN NO EVENT SHALL WE OR ANY OF OUR PROVIDERS BE LIABLE TO ANY PERSON FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR OTHER DAMAGES (LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF INFORMATION, PROGRAMS, OR DATA) RESULTING FROM YOUR USE OF OR INABILITY TO USE OUR WEB SERVICES AND THE MATERIALS, PROGRAMS, OFFERS, FEATURES, AND SERVICES MADE AVAILABLE THROUGH OUR WEB SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT PERMIT THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH STATE LAW.
You agree to indemnify, defend, and hold harmless Golden, its Affiliates, its Providers, and its and their officers, directors, employees, and agents from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and expenses that arise directly or indirectly out of or from: (1) your breach of these Terms and Conditions; and/or (2) your activities in connection with our Web Services, and the Materials, programs, offers, features, and services made available through our Web Services.
Our Web Services are controlled, operated, and administered by us and our service providers from offices within the United States of America. We make no representation that Materials on our Web Services are appropriate or available for use at other locations outside of the United States, and access to them from territories where their contents are illegal is prohibited. You may not use our Web Services or export the Materials in violation of United States of America export laws and regulations. If you access our Web Services from locations outside of the United States of America, you are responsible for compliance with all local laws.
NO AGENCY RELATIONSHIP
Neither these Terms and Conditions, nor any Materials, programs, offers, features, or services of our Web Services, create any partnership, joint venture, employment, or other agency relationship between Golden, its Affiliates, and you. You may not enter into any contract on our behalf or bind us in any way.
VIOLATION OF TERMS AND CONDITIONS AND REMEDIES
You agree that Golden may, in its sole discretion and without prior notice, block and/or terminate your access to any or all of our Web Services if we determine that you have violated these Terms and Conditions or other agreements or guidelines that may be associated therewith. You also agree that any violation, or threatened violation, by you of these Terms and Conditions constitutes an unlawful and unfair business practice and will cause irreparable and unquantifiable harm to Golden. You also agree that monetary damages would be inadequate for such harm and consent to our obtaining any injunctive or equitable relief that we deem necessary or appropriate. These remedies are in addition to any other remedies we may have at law or in equity.
If Golden takes legal action against you as a result of your violation of these Terms and Conditions, we will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to Golden. You agree that Golden will not be liable to you or to any third party for termination of your access to our Web Services as a result of any violation of these Terms and Conditions.
ARBITRATION, CLASS ACTION WAIVER, AND CHOICE OF LAW
To the fullest extent permitted by applicable law, you and Golden agree:
- to negotiate in good faith to achieve a mutually satisfactory resolution of any disputes arising out of or relating to the Web Services, Privacy Policies or these Terms and Conditions.
- to resolve any dispute arising under these Terms and Conditions that cannot be settled by informal negotiation through confidential binding arbitration in accordance with the Consumer Arbitration Rules of the American Arbitration Association. Any arbitrator’s award shall be binding and may be entered as a judgment in a court of competent jurisdiction.
- Golden and/or its Affiliates may seek any interim or preliminary relief necessary to protect its rights or property pending the completion of arbitration from any court of competent jurisdiction in Texas.
- any dispute that cannot be subject to binding arbitration will be irrevocably submitted to the jurisdiction of the state and/or federal courts in the judicial district which includes Dallas County, Texas; provided, however, with respect to any action which includes injunctive or other equitable relief, you, Golden and/or its Affiliates may bring such action in any court in any state which has jurisdiction.
- ANY PROCEEDINGS TO RESOLVE OR LITIGATE ANY DISPUTE WILL BE CONDUCTED SOLELY ON AN INDIVIDUAL BASIS. NEITHER YOU NOR GOLDEN WILL SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION OR IN ANY OTHER PROCEEDING IN WHICH EITHER PARTY ACTS OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings.
- you and Golden permanently and irrevocably waive the right to bring any dispute in any forum unless you provide the other party with written notice of the event or facts giving rise to the dispute within one (1) year of its occurrence.
These Terms and Conditions and our Privacy Policies shall be governed by the laws of the State of Texas, U.S.A., without regard to conflict of law’s provisions or principles.
ENTIRE AGREEMENT AND SEVERABILITY
These Terms and Conditions, together with our Privacy Policies and any other applicable terms included within our Web Services, and/or the Materials, programs, offers, features, and services made available through our Web Services, as each is currently posted on our Web Services, constitute the entire agreement between us and you with respect to your use of our Web Services and the Materials, and supersede all previous written or oral agreements between us and you with respect to such subject matter. If, for any reason, a court of competent jurisdiction finally determines any provision of these Terms and Conditions, our Privacy Policies, or any portion thereof to be unenforceable, such provision shall be enforced to the maximum extent permissible so as to give the intended effect thereof, and the remainder of these Terms and Conditions and Privacy Policies shall continue in full force and effect.
MODIFICATIONS TO TERMS AND CONDITIONS
We reserve the right at any time to update, change, modify, or revise these Terms and Conditions. Any changes will become effective upon posting the updated policies to our Web Services. Your continued access to or use of our Web Services and its programs and offers after any such changes indicates your acceptance of the Terms and Conditions as modified. It is your responsibility to review the Terms and Conditions regularly for updates.
Please contact us with any questions or concerns about Web Services or these Terms and Conditions or the manner in which we or our service providers use your Personal Information.
Address: Golden Franchising Corporation
1131 Rockingham Drive, Suite 250
Richardson, Texas 75080.
Attn: Legal Department
Phone: (972) 831-0911
Last Update: October 1, 2020.