Web Site Terms And Conditions Of Use

PROFESSIONAL CUTLERY DIRECT LLC ("PROFESSIONAL CUTLERY DIRECT") offers this Web site, including all information, software, products and services available from this Web site or offered as part of or in conjunction with this Web site (the "Web site"), to you, the user, conditioned upon your acceptance of all of the terms, conditions, policies and notices stated here. PROFESSIONAL CUTLERY DIRECT reserves the right to make changes to these Terms and Conditions immediately by posting the changed Terms and Conditions in this location. Your continued use of the Web site constitutes your agreement to all such terms, conditions and notices, and any changes to the Terms and Conditions made by PROFESSIONAL CUTLERY DIRECT.

Personal and Noncommercial Use

The Web site is for your personal and noncommercial use. As a condition to your continued use of the Web site, you warrant to PROFESSIONAL CUTLERY DIRECT that you will not use the Web site for any purpose that is unlawful or prohibited by these terms and conditions of use.

No Warranties

USE THE WEB SITE AT YOUR OWN RISK. THIS WEB SITE IS PROVIDED TO YOU "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. PROFESSIONAL CUTLERY DIRECT MAKES NO WARRANTY THAT ANY CONTENT CONTAINED ON THIS WEB SITE SATISFIES ANY APPLICABLE GOVERNMENT LAW, REGULATION OR REQUIREMENT. Neither PROFESSIONAL CUTLERY DIRECT nor its employees, agents, third-party information providers, merchants, licensors or the like warrant that the Web site or its operation will be accurate, reliable, uninterrupted or error-free. No agent or representative has the authority to create any warranty regarding the Web site on behalf of PROFESSIONAL CUTLERY DIRECT. PROFESSIONAL CUTLERY DIRECT reserves the right to change or discontinue at any time any aspect or feature of the Web site.

Exclusion of Liability

UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL PROFESSIONAL CUTLERY DIRECT OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, STORING OR DISTRIBUTING THE WEB SITE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES AND EXPENSES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, LOST PROFITS, AND DAMAGES ARISING FROM LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY CONNECTED WITH USE OF THE WEB SITE, DELAY OR INABILITY TO USE THE WEB SITE, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH THE WEB SITE, WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY AGREE THAT NO LICENSOR, SUPPLIER OR INFORMATION PROVIDER TO PROFESSIONAL CUTLERY DIRECT OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS, OR ANY OF THEIR SUCCESSORS OR ASSIGNS, SHALL HAVE ANY LIABILITY TO YOU FOR ANY REASON OR UNDER ANY THEORY WHATSOEVER, BASED UPON THE INFORMATION PROVIDED ON OR THROUGH THE WEB SITE. Because some states do not permit the exclusion or limitation of liability for consequential or incidental damages, some or all of the above limitation may not apply to you.

Indemnification

You agree to defend, indemnify and hold PROFESSIONAL CUTLERY DIRECT, its officers, directors, affiliated companies, employees and agents, licensors and suppliers harmless from and against any and all claims, actions or demands, liabilities and settlements, including, without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the PROFESSIONAL CUTLERY DIRECT site, or any content, product or service offered through the PROFESSIONAL CUTLERY DIRECT site, in a manner that violates or is alleged to violate these Terms and Conditions. PROFESSIONAL CUTLERY DIRECT shall provide notice to you of any such claim, suit or proceeding and shall reasonably cooperate with you, at your expense, in your defense of any such claim, suit or proceeding.

Featured Links and Advertisements

The Web site may contain hyperlinks to Web sites offered by parties other than PROFESSIONAL CUTLERY DIRECT. Such hyperlinks are provided for your reference and convenience only. PROFESSIONAL CUTLERY DIRECT does not control such other Web sites and is not responsible for their content; nor does PROFESSIONAL CUTLERY DIRECT's inclusion of hyperlinks to such Web sites imply any endorsement of the material on such Web sites or any association with their operators. Unless otherwise specifically stated on this Web site, PROFESSIONAL CUTLERY DIRECT does not endorse any product or service or make any representation regarding the reliability, quality or accuracy of any products or services featured in, or linked to, any advertisement appearing on this Web site.

Linking

Unless you are subsequently advised otherwise by PROFESSIONAL CUTLERY DIRECT, you are hereby licensed to create hyperlinks to the content on the Web site, provided that the hyperlink accurately describes the content as it appears on the Web site. PROFESSIONAL CUTLERY DIRECT reserves the right to revoke this license generally, or your right to use specific links, at any time, and may normally break any hyperlink after 14 days. Under no circumstances may you "frame" the Web site or any of its content or copy portions of the Web site to a server, except as part of an Internet service provider's incidental caching of pages. Each page within the Web site must be displayed in full (including all trademarks, branding, advertising and promotional materials), without any accompanying frame, border, margin, design, branding, trademark, advertising or promotional materials not originally displayed on the page within the Web site.

Software Available on Web Site

Any software that is made available to download from this Web site is the copyrighted work of PROFESSIONAL CUTLERY DIRECT and/or its suppliers. Your use of the software is governed by the terms of the End User License Agreement, if any, that accompanies or is included with the software. You may not install or use any software without first agreeing to the terms of such End User License Agreement. For any software not accompanied by an End User License Agreement, PROFESSIONAL CUTLERY DIRECT hereby grants to you a personal, nontransferable, non-sublicensable license to use the software for viewing and other purposes within the scope of use of such software anticipated by PROFESSIONAL CUTLERY DIRECT in accordance with these terms and conditions, and for no other purpose. Any such software is provided to you subject to the warranty and liability exclusions set forth in these terms and conditions.

Copyright

Except for material in the public domain under United States copyright law, all material contained on the Web site (including all software, HTML code, Java applets, Active X controls and other code) is protected by United States and foreign copyright laws. Except as otherwise expressly provided in these terms and conditions, you may not copy, distribute, transmit, display, perform, reproduce, publish, license, modify, rewrite, create derivative works from, transfer, or sell any material contained on the Web site without the prior consent of the copyright owner. None of the material contained on the PROFESSIONAL CUTLERY DIRECT site may be reverse-engineered, disassembled, decompiled, transcribed, stored in a retrieval system, translated into any language or computer language, retransmitted in any form or by any means (electronic, mechanical, photoreproduction, recordation or otherwise), resold or redistributed without the prior written consent of PROFESSIONAL CUTLERY DIRECT. Violation of this provision may result in severe civil and criminal penalties. You may make single copies of materials displayed on the Web site for your own personal and noncommercial use only, provided any copies include the copyright and other notices displayed with the materials on the Web site. You may not distribute such copies to others, whether or not for a charge or other consideration, without prior written permission from PROFESSIONAL CUTLERY DIRECT or the copyright owner of the copied material. Requests to reproduce materials on the Web site for distribution or other purposes should be mailed to:

PROFESSIONAL CUTLERY DIRECT LLC
Attn: Legal Department
242 Branford Rd.
North Branford CT 06471
e-mail: webmaster@cutlery.com

Trademarks/Service Marks

"PROFESSIONAL CUTLERY DIRECT", "PCD", and "PCD'S COOKING ENTHUSIAST" are registered service marks of PROFESSIONAL CUTLERY DIRECT, LLC., licensed for use by PROFESSIONAL CUTLERY DIRECT, and are protected by state and federal trademark laws. Other trademarks or service marks appear on the Web site with permission from their respective owners. Your unauthorized use of trademarks/service marks appearing on the Web site may constitute trademark infringement, which could subject you to substantial civil penalties.

Copyright Infringement

PROFESSIONAL CUTLERY DIRECT will not tolerate copyright infringement of any kind. PROFESSIONAL CUTLERY DIRECT does not, however, monitor user-submitted materials for copyright infringement. If you believe that any material on the Web site infringes your copyright, you may seek to have the material removed by sending PROFESSIONAL CUTLERY DIRECT notice that includes all of the following information:

your full name, address and telephone number
your e-mail address
identification of the copyrighted work(s) that you believe is being infringed
identification of the infringing material and information sufficient for PROFESSIONAL CUTLERY DIRECT to locate the material
your statement of good faith belief that (a) the material infringes your copyrights, (b) the information provided in the notice is accurate and (c) under penalty of perjury, you are authorized to act for the copyright owner
your physical or electronic signature

Direct such notice to PROFESSIONAL CUTLERY DIRECT designated agent for receiving copyright infringement notices:

PROFESSIONAL CUTLERY DIRECT LLC
Attn: Legal Department
242 Branford Rd.
North Branford CT 06471
e-mail: webmaster@cutlery.com

Upon receipt of notice complying with the above requirements, PROFESSIONAL CUTLERY DIRECT will act to remove infringing materials and, if applicable, send notice to the user that posted such materials on the Web site.

If PROFESSIONAL CUTLERY DIRECT removes materials posted by you as a user due to alleged copyright infringement, you may seek to have the materials reinstated by notifying PROFESSIONAL CUTLERY DIRECT's designated agent in writing and including the following information:

your full name, address and telephone number
your e-mail address
identification of the material that has been removed or to which access has been disabled, including its location before it was removed or disabled
your statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material
your statement consenting to the jurisdiction of the Federal District Court for the district in which your address is located, or, if you reside outside of the United States, for the Connecticut District Court (which has jurisdiction for PROFESSIONAL CUTLERY DIRECT's location), and that you will accept service of process from the person who provided notice of copyright infringement or from such person's agent
your physical or electronic signature

Upon receipt of a notice meeting the above requirements, PROFESSIONAL CUTLERY DIRECT will send a copy of the notice to the copyright owner who initially claimed copyright infringement. Within 10 to 14 days following receipt of the notice, PROFESSIONAL CUTLERY DIRECT will replace or enable access to the removed material unless PROFESSIONAL CUTLERY DIRECT receives notice from the copyright owner who submitted the first notification that it has filed an action seeking a court order to restrain the user that posted the materials from engaging in infringing activity. Please note that parties who misrepresent that materials are infringing or were removed by mistake or misidentification are subject to substantial civil liability to PROFESSIONAL CUTLERY DIRECT and/or the copyright owner or Web site user.

Termination of Privileges

PROFESSIONAL CUTLERY DIRECT reserves the right to terminate your privilege of using all or any portion of the Web site if you breach any of these terms and conditions of use. If PROFESSIONAL CUTLERY DIRECT receives notice or otherwise discovers that you have breached any of these terms and conditions of use or the privacy policy, PROFESSIONAL CUTLERY DIRECT may terminate your access to the Web site, including all of your privileges or accounts that you may have established in connection with the Web site.

General

These Terms and Conditions (including the privacy policy also on this site, which shall be deemed to be a part of these Terms and Conditions) constitute the entire agreement and understanding between you and PROFESSIONAL CUTLERY DIRECT with respect to use of the Web site, superseding all prior or contemporaneous communications and/or proposals. These Terms and Conditions also are severable, and in the event any provision is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions.

PROFESSIONAL CUTLERY DIRECT reserves the right to make changes to these Terms and Conditions immediately by posting the changed Terms and Conditions in this location. By continuing to use the Web site, you are agreeing to all changes made by PROFESSIONAL CUTLERY DIRECT. A printed version of these Terms and Conditions shall be admissible in judicial or administrative proceedings based upon or relating to use of the Web site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Jurisdiction

The Web site is controlled and operated by PROFESSIONAL CUTLERY DIRECT from its principal office in the State of Connecticut, United States of America. PROFESSIONAL CUTLERY DIRECT makes no representation that materials on the Web site are appropriate or available for use in other locations. Those who choose to access the Web site from other locations do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable. The Web site is not intended to subject PROFESSIONAL CUTLERY DIRECT to the laws or jurisdiction of any state, country or territory other than the State of Connecticut and the United States of America.