NIELSEN-MASSEY PRODUCT WARRANTY
Application of Warranty: NIELSEN-MASSEY is a professional brand, and as such, any NIELSEN-MASSEY guarantee / warranty coverage is only applicable with valid proof of purchase from an Authorized NIELSEN-MASSEY distributor. The NIELSEN-MASSEY warranty WILL NOT apply to products purchased on Amazon.com without valid proof of purchase from an Authorized NIELSEN-MASSEY distributor.
Currently, the following sellers are the only entities permitted to distribute NIELSEN-MASSEY products on Amazon.com: e-Home Shopping; Sur La Table, Inc.
GENERAL AND CONTINUING PRODUCT GUARANTEE
Nielsen-Massey Vanillas, Inc. (“Vendor”) warrants, guarantees and certifies all applicable wholesale and foodservice customers (“Vendee”) that:
1. All products (“Products” herein) purchased from time to time by, or on the order of, Vendee from Vendor and delivered to Vendee, wheresoever located, as of the date delivery.
a. will have been produced in compliance with the Federal Food, Drug and Cosmetic Act of 1938 including, but not limited to, Amendments thereto such as the Food Additives Amendment of 1958, and the Regulations thereunder (the “Federal Food Act”), and, while under the control of Vendor or Vendor’s agents, will not be adulterated or misbranded within the meaning of the Federal Food Act or the laws of any of the states or territories of the United States in which such Products are manufactured or distributed;
b. have not, are not and will not be Products which may not be introduced into interstate commerce under the provision of the Federal Food Act or any state, territorial or local law or ordinances to which the articles may be subject as a result of manufacture or distribution in such state, territory or locality;
c. are not adulterated or misbranded within the meaning of the Federal Insecticide, Fungicide and Rodenticide Act, the Federal Hazardous Substances Act, or applicable state pure food acts;
d. will have been produced and supplied in compliance with Fair Labor Standards Act of 1938;
e. will have been packed in such a manner and in a container that will reasonably protect the Products from deterioration; and
f. are good and merchantable and fit for the purpose for which they are sold to Vendee.
2. If the articles contain color additives, said additives are and will be from a batch certified by the Federal Food Act.
3. All packages containing the articles are properly labeled as to contents as required by applicable regulations of the Federal Trade Commission and reflect true net weight, measure, contents and size pursuant to all applicable federal and state requirements.
Provided that Vendee shall maintain and have in effect comprehensive general liability insurance, including product liability coverage of at least $1,000,000.00 single limit on each occurrence, Vendor shall, in addition to any and all other rights that Vendee may have, indemnify and hold harmless Vendee from any and all claims, demands, judgment, liabilities, costs and expenses (the
foregoing referred to hereinafter as “Losses”), which may be imposed upon or incurred by Vendee by reason of the breach of any warranty or guarantee given to Vendee hereunder. The foregoing indemnity shall apply provided that the Vendee promptly notifies Vendor in writing of a claim to which this indemnity may relate, and then only to the extent Losses are not otherwise covered by insurance of Vendee or Vendor. Vendee shall give to Vendor certificates of insurance evidencing that such insurance is in force within thirty (30) days after receipt of this Guarantee.
Notwithstanding anything to the contrary contained in this General and Continuing Product Guarantee, under no circumstances will Vendor be liable to Vendee for indirect, incidental, consequential, special, punitive or exemplary damages.
Vendor shall maintain in full force, at all times while any of the Products are being offered for sale by Vendee, comprehensive general liability insurance including products liability coverage of at least $1,000,000.00 combined single limits. Vendor shall give Vendee certificates of insurance evidencing that such insurance is in force and such certificates of insurance shall provide that the Company endeavor to give Vendee at least thirty (30) days prior written notice of any termination, cancellation or modification thereof delivered to Vendee, its divisions, subsidiaries and affiliates. Except as otherwise provided herein, compliance by Vendor with the insurance provision set forth herein shall not relieve Vendor of any liability arising hereunder.
This General and Continuing Product Guarantee shall be governed by the laws of the State of Illinois. If this Guarantee is accepted by Vendee, each of the parties hereto hereby submit to the federal or state courts located in the County of Lake, State of Illinois for the exclusive jurisdiction of any disputes in connection with this Agreement.
This is a continuing guarantee covering shipment or other deliveries of Products made by or through Vendor to or on the order of Vendee.