Terms and Conditions

Please read the following terms and conditions carefully before using any Century Distribution Systems, Inc. services, as these terms and conditions affect your legal rights.

These terms and conditions and our Global Privacy Policy (“Privacy Policy”) (collectively, the “Terms”) govern your use of Century Distribution Systems, Inc.’s (“Century”) websites that link to these Terms, including www.centurysc.com (“Century Sites”) and VIZIV®, our web-based system and any other website owned, operated, licensed, or controlled by Century and its related affiliates or subsidiaries (together, the “Services”).

By clicking to accept or using the Services, you agree that you have read, understand, and agree to be bound by the Terms. If you do not agree, you may not use the Services.

You must be at least eighteen (18) years of age to use the Services and have the power to enter a binding contract with us. By using the Services and by agreeing to the Terms, you warrant and represent that you are at least eighteen (18) years of age.

Please note that we offer many services. Your use of Century products or services are provided by Century pursuant to a separate manually or digitally-executed agreement. Those additional terms become part of your agreement with us if you use the Services or log into Century Sites. In the event of a conflict between your manually or digitally-executed agreement and these Terms, the manually or digitally-executed agreement shall prevail.

Restriction on Use

Material from the Services may not be copied or distributed, or republished, uploaded, posted, or transmitted in any way, without the prior written consent of Century. Modification or use of the Century materials for any purpose not permitted by these Terms violates Century’s intellectual property rights. The material on the Services is provided for lawful business purposes only. You may view, download for caching purposes only, and print pages from the Services for your own customer use, subject to the restrictions set out below and elsewhere in these terms and conditions.

You must not:

1. republish material from the Services (including republication on another website);
2. sell, rent or sub-license material from the Services;
3. reproduce, duplicate, copy or otherwise exploit material from the Services for commercial purposes;
4. edit or otherwise modify any material on Services;
5. redistribute material from the Services (except for content specifically and expressly made available for redistribution (such as our newsletter));
6. crawl, scrape, cache, or otherwise access any content or information on the Services via automated means;
7. use any automatic, macro, program, or similar method, or otherwise commit fraud with regard to the Services, Century reserves the right to pursue legal action against you;
8. stream, broadcast or post or otherwise use information via the Services in a manner that violates applicable privacy or data protection laws or infringes upon the privacy rights of others.

If you download software from the Services, the software, including all files, images, contained in or generated by the software, and accompanying data (together, the “Software”) are deemed to be licensed to you by Century. Neither title nor intellectual property rights are transferred to you, but remain with Century, which owns full and complete rights, title and interest in and to the Software. You may not resell, decompile, reverse engineer, disassemble, or otherwise convert the Software to a humanly perceptible form.

Intellectual Property Rights

Copyright and other relevant intellectual property rights subsist in and to all content, features, and functionality relating to Century’s Services. The content of the Services will remain the exclusive property of Century and its licensors. Century’s brand names and names of specific services offered on the Services are protected under trademark and related laws.

Acceptable Use

• You must not use the Services (a) in any way that causes, or may cause, damage to the Century Sites or impairment of the availability or accessibility of the Services; (b) in any way that is unlawful, illegal, fraudulent or harmful; or (c) relating to any unlawful, illegal, fraudulent or harmful purpose or activity.
• You must not use the Services to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software, whether known or unknown.
• You must not conduct any systematic or automated data collection activities, including but not limited to scraping, data mining, data extraction and data harvesting, on or in relation to our websites without express written consent. The contents of our website may not be used for the purposes of training AI systems without our written consent.
• You must not use the Services to transmit or send unsolicited commercial communications.
• You must not use the Services or content obtained through the Services for unauthorized marketing, advertising, or solicitation purposes without our express written consent.

Restricted Access

Access to certain areas of the Services is restricted. We reserve the right to restrict access to other areas of the Services, or to our Century Sites, at our discretion.

• If we provide you with or you generate a user ID and password to enable you to access restricted areas of the Century Sites or our Services, you must ensure that the password is kept confidential.
• You must promptly notify Century if you become aware of any unauthorized use of your account, user ID, or password.
• You are responsible for any activity on the Services arising out of any failure to keep your password confidential and you may be held liable for any losses arising out of such a failure. Century cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
• You must not use any other person’s user ID and password to access the Services.

If Century requests that you provide information about yourself in connection with your creation of an account, you agree that the information that you provide will be entirely truthful and accurate. If your account information changes, you agree to promptly provide updated information.

We may disable your user ID and password at any time at our sole discretion with or without notice or explanation.

Notwithstanding our rights under these terms and conditions in relation to your content, we reserve the right to monitor and exclude your content from our Services.

Feedback

For all communications made to or with us, including but not limited to feedback, questions, comments, suggestions and the like, we are free to use any ideas, concepts, know-how, content or techniques contained in your communications for any purpose whatsoever, including, but not limited to, the development, production and marketing of products and services that incorporate such information.

Modifications

We reserve the right to modify the Services, at our discretion, at any time, with or without notice to you. For example, we may add or remove functionality or features, and we may suspend or stop a particular feature altogether. We also reserve the right to charge a fee for any of our features at any time at our sole discretion. We may also change these Terms at any time. We will notify you of material changes to the Terms via a notice on the Site. Changes will be effective upon posting of the revised Terms to the Services, unless otherwise stated or required by applicable law. Please note that if you do not agree to the modified Terms, you may not use the Services. Your continued use of the Services following the posting of the changes, or any applicable notice period will mean that you accept those changes.

Termination of Use

Century may terminate these Terms and/or suspend or terminate your access (all or part) to the Services for any reason at any time without notice to you. If you wish to discontinue your access to the Services and cancel any account that you have been issued, please contact your assigned Account Support Representative or Sales Representative. Otherwise, applicable sections of these Terms shall survive any termination of your account, discontinued use of the Services or these Terms.

Links to Third-Party Sites

The Services may contain links to third-party websites or services that are not owned or controlled by Century. Links to these third-party websites are provided for your convenience only, and Century is not responsible for the content of any site linked to or from the Services. These Services are provided on an “AS IS” and “AS AVAILABLE” basis. Century disclaims all warranties of any kind, express or implied, as to the accuracy, legality, reliability or validity of any content or materials on any other site. By viewing or accessing third-party sites, you expressly agree that your use of such third-party sites is at your own risk.

Electronic Communications

When you use the Services or send communications to us through the Services, you are communicating with us electronically. You consent to receive electronically any communications related to your use of the Services. We may communicate with you by email or by posting notices through the Services. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing. All notices from us intended for receipt by you shall be deemed delivered and effective when sent to the email address you provide to us.

Disclaimer

Exclusions and Limitations

Your use of the Services is solely at your own risk. The Services (including all content and functions made available or accessed through the Services) are provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Century:

• excludes all representations and warranties relating to the Services and its contents, whether provided by Century or by any Century affiliates or any other third party, including in relation to any inaccuracies or omissions in the Services and/or our company literature. Some jurisdictions provide for certain warranties, like the implied warranty of merchantability, fitness for a particular purpose, and non-infringement. To the extent permitted by law, we exclude all warranties; and
• excludes all liability for damages arising out of or in connection with your use of the Services. This includes, without limitation, direct loss, loss of business or profits (whether or not the loss of such profits was foreseeable, arose in the normal course of things or you have advised Century of the possibility of such potential loss), damage caused to your computer, computer software, systems and programs and the data thereon or any other direct or indirect, consequential and incidental damages.

The above exclusions and limitations apply only to the extent permitted by law. Your statutory rights as a consumer are not affected unless otherwise allowed by law.

Limitation of Liability

Under no circumstances will Century be liable to you for any loss or damages of any kind (including, but not limited to any direct, indirect, economic, exemplary, special, punitive, incidental or consequential losses or damages) that are directly or indirectly related to:

1. the Century Sites;
2. your use of, inability to use, or the performance of the Services;
3. any action taken in connection with an investigation by Century or law enforcement authorities regarding your or any other party’s use of the Services;
4. any action taken in connection with copyright or other intellectual property owners;
5. any errors or omissions in the Services’ operation; or
6. any damage to any other user’s computer, mobile device, or other equipment or technology including, without limitation, damage from any security breach or from any virus, bugs, tampering, fraud, error, omission, interruption, defect, delay in operation or transmission, computer line or network failure, or any other technical or other malfunction whether based on contract, tort, negligence, strict liability or otherwise, even if foreseeable or even if Century has been advised of or should have known of the possibility of such damages. In no event will Century be liable to you or anyone else for any loss, damage or injury, including, without limitation, death or personal injury.

Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you. Notwithstanding the foregoing, if Century is found liable to you for any damage or loss arising out of or in any way connected to your use of the Services, in no event will Century’s total liability to you for all damages, losses or causes of action exceed the amount paid for access to the Services for the previous 12 months or one hundred U.S. dollars ($100), whichever is more.

Century is not responsible for the actions, content, information, or data of third parties, and you release Century from any claims and damages, known or unknown, arising out of or in any way connected with any claim you have against any such third parties.

Indemnity

You hereby agree to indemnify, defend and hold Century, and its respective agents, directors, officers, and employees (collectively “Indemnified Parties”) harmless from and against any and all losses, damages, costs, liabilities and expenses (including but not limited to legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute) incurred or suffered by the Indemnified Parties in connection with your use of the Services or arising out of any actual or claimed breach by you of any provision of these Terms. You agree to cooperate fully in Century’s defense of any such claim. You agree that Century shall be entitled to select its own counsel, at your expense, to defend it in connection with any claim subject to indemnification by you. You agree that Century, and not you, will have control over the defense of any such claim. You further agree that you will not in any event settle any matter involving Century, whether or not the settlement binds or is on behalf of Century, without the written consent of Century.

Breaches of These Terms and Conditions

Without prejudice to our other rights under these Terms, if you breach these Terms in any form, we may take such action as we deem appropriate to deal with the breach, including suspending your access to the Century Sites, prohibiting you from accessing the Services, blocking computers using your IP address from accessing the Services, contacting your internet service provider to request that they block your access to the Services and/or bringing court proceedings against you, upon prior written notice to you, except where immediate action is reasonably necessary to protect the security, integrity, or availability of the Services or related systems or data. If the breach is not cured within five (5) business days of your receipt of written notice, or if the breach is not curable, our action shall be final. Time is of the essence.

Assignment

We may transfer, sub-contract or otherwise enforce our rights and/or obligations under these Terms without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise transfer your rights and/or obligations under these Terms.

Severability

If a provision of these Terms is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions shall remain in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision shall remain in effect.

Exclusion of Third-Party Rights

These Terms are for the benefit of you and Century and are not intended to benefit any third party or be enforceable by any third party. The exercise of Century and your rights in relation to these Terms is not subject to or contingent on the consent of any third party.

No Waiver

If you do not comply with these Terms, our failure to take immediate action is not a waiver of any rights we may have to take action.

Entire Agreement

These Terms together with our Privacy Policy constitute the entire agreement between you and Century in relation to your use of our Services except as otherwise provided in a separate manually or digitally-executed agreement with Century, and supersede all previous website terms.

Law and Jurisdiction

These Terms will be governed by and construed in accordance with the laws of the State of Virginia, without regard to conflict of laws principles, and any disputes relating to these Terms will be subject to the exclusive and express jurisdiction of the courts of competent jurisdiction of Virginia, regardless of subject matter or diversity. Any claim or cause of action arising out of or related to your use of the Services must be filed within one (1) year after such claim or cause of action arose, regardless of any statute or law to the contrary. In the event any such claim or cause of action is not filed within such one (1) year period, such claim or cause of action shall be forever barred.

By continuing to use the Services, you agree to be bound by these Terms.

Century reserves all rights to make changes to these Terms and Conditions. Revised terms and conditions will apply to the use of our websites from the date of publication of the revised Terms and Conditions on our websites. These Terms and Conditions were last modified on 08/12/2026.