Terms and Conditions
These Terms of Service (the “Agreement”) are a legal agreement between You (either an individual or an entity) and The Toy Pop (“Toy Pop LLC”) regarding the use of Toy Pop LLC’s website and related websites (collectively “the Website”) and Services and products offered through the Website which may include user or other documentation that is available “on-line” or in other modes of electronic form (the “Content”). Toy Pop LLC owns and operates this site, and by visiting, accessing and using the Toy Pop LLC’s Website, you consent to the Terms of this Agreement. Please read these Terms carefully before using the Website.
By using the Website and/or Services and/or registering with us, you are agreeing to these Terms of Service. If you do not agree to these Terms of Service, do not access the Website or otherwise use the Services.
DEFINITIONS
“Account” means a user’s subscription and/or means to access the System.
“Applicable Law(s)" means all applicable laws, regulations, rules, and guidance to which you are subject, whether by jurisdiction or organizational affiliation, including, but not limited to, any ethics or institutional review board (IRB) requirements, or institution or office/practice policies, or procedures.
“Confidential Information” means any information concerning Toy Pop LLC’s business, financial affairs, current or future products or technology, trade secrets, workforce, customers or any other information that is treated or designated by Toy Pop LLC as confidential or proprietary, or would reasonably be viewed as confidential, proprietary, or as having value to competitors.
“Content” means data and electronic information of any kind, including but not limited to text, digital images and metadata, uploaded or otherwise provided to the Services and/or the System.
“Notice” means the posting of any modification or amendment (on the system/on the website) thirty (30) days prior to the date upon which the modification or amendment becomes effective.
“Personal Information” means information that identifies you personally as a User of the System and all pertinent information concerning you and your use of the System.
“Services” means the Website and platforms to which you may be granted access.
“System” means Toy Pop LLC mobile applications, web applications, website, servers and networks, wherever situated.
“User” means you and any other User of the System.
“User ID” means a unique User identification used by a User to access the System.
“Website” means the websites and social media platforms of Toy Pop LLC Group.
1. AUTHORITY TO ENTER AGREEMENT
If you are entering into this Agreement on behalf of a company or business, you represent that you have the authority to bind such entity, its Members, Owners, and its affiliates to this Agreement. In that case, the terms “you” or “your” shall also refer to such entity, its Members, its Owners, and its affiliates, as applicable. If you do not have such authority, or if you do not agree with this Agreement, you may not use the System or any of the Toy Pop LLC applications.
2. OWNERSHIP AND INTELLECTUAL PROPERTY
The Website and all Content on the Website is owned by Toy Pop LLC and is protected by the federal intellectual property and copyright laws of the United States, and certain international treaty provisions. Toy Pop LLC owns and retains all rights, title and interest including, patents, trade-marks, copyrights, trade secrets and other intellectual property rights in and to the Content, including but not limited to, source codes, images, photographs, animation, themes, titles, characters, video, audio, music, and text embodied or contained, therein.
a. RIGHT, TITLE AND INTEREST
You acknowledge that all right, title and interest in any and all Toy Pop LLC technology including, but not limited to, Website Content, data and metadata provided by Toy Pop LLC in connection with the Services and any trademarks or service marks of Toy Pop LLC or third parties whose products or services are utilized in connection with Toy Pop LLC’s provision of the Services (other than information you provide) (collectively, the “Toy Pop LLC Intellectual Property”) is vested in Toy Pop LLC and/or in Toy Pop LLC’s affiliates. Unless otherwise expressly stated in this Agreement, you shall have no right, title, claims or interest in or to the Toy Pop LLC Intellectual Property, and you may not use, copy, modify or translate the Toy Pop LLC Intellectual Property or related documentation, or decompile, disassemble or reverse engineer the Toy Pop LLC Intellectual Property, or grant any other person or entity the right to do so. Unless otherwise expressly stated in this Agreement, you are not authorized to distribute or to authorize others to distribute the Toy Pop LLC Intellectual Property in any manner without the prior written consent of Toy Pop LLC.
b. LICENSE TO USE YOUR CONTENT
You hereby provide an irrevocable, non-exclusive, worldwide license to Toy Pop LLC of any intellectual property rights, whether copyrights, trademarks, trade dress, patents, trade secrets, rights of publicity or right of privacy, which you may have in any Content or other materials (the “Licensed Materials”) which you may provide to the System so as to, among other things, allow Toy Pop LLC (a) to operate and maintain the System for its intended uses as specified in this Agreement, (b) to maintain and reproduce such Licensed Materials within the System as permitted by applicable law, (c) to provide access to such Licensed Materials to approved users, and (d) to incorporate such anonymized Licensed Materials into derivative works as permitted by law, including, but not limited to, publications concerning statistical research, statistical compilations and reports on or about the System.
c. DMCA COMPLIANCE
1) You acknowledge and agree that, pursuant to the United States Digital Millennium Copyright Act (“DMCA”), Toy Pop LLC may respond in accordance with the requirements of the DMCA to “take-down” notices from third parties which allege that the inclusion in the System of information that you provide violates their copyrights. In so doing, Toy Pop LLC may elect to remove (or require you to remove) such allegedly infringing information from the System unless you object to the allegation of infringement, in which case Toy Pop LLC in its sole discretion may elect to maintain or restore the allegedly infringing information to the System pending the outcome of litigation which you may institute against the alleged copyright owner pursuant to the DMCA. You will cooperate fully with Toy Pop LLC to assure compliance with the DMCA upon receipt by Toy Pop LLC of any “take-down” notice issued by any third party, and in so doing, to promptly inform Toy Pop LLC whether you object to any such “take-down” notice and, if so, whether you will institute litigation to challenge the allegations of copyright infringement.
2) Notice and Procedure for Making Claims of Copyright Infringement
· Toy Pop LLC respects the intellectual property of others. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide Toy Pop LLC’s copyright agent the written information specified below:
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
· A description of the copyrighted work or works that you claim have been infringed upon;
· A description of where the material that you claim is infringing is located on the Site;
· Your address, telephone number, and e-mail address;
· A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
· 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. Toy Pop LLC’s Copyright Agent for notice of claims of copyright infringement on the Toy Pop LLC Site can be reached as follows:
Toy Pop LLC
ATTN: DMCA Copyright Agent
Email: cs@thetoypop.com
Please note that this procedure is exclusively for notifying Toy Pop LLC and its subsidiaries that your copyrighted material has been infringed.
3. RESTRICTIONS
You may not rent, lease, loan, or grant a security interest in the Content, or transfer your license to use the Content. You may not reverse-engineer, decompile or disassemble the Website. You may not modify, distribute, copy, adapt, translate, or create derivative works based upon the accompanying materials. In addition, you may not:
a. Upload, post, transmit, install or otherwise make available any material or device that contains software viruses, malware, or malicious code designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment located on Toy Pop LLC’s network or any third party network;
b. Interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
c. Use, monitor, copy, or harvest information and data from the Service through the use of any automated means, including, but not limited to, deep-links, page scrapes, scripts, agents, robots, spiders or other automatic device, program, algorithm or similar methodology.
d. Make commercial use of the site or its contents in order to gain a competitive advantage, for marketing purposes (including, third-party solicitations); collect and use any product listings, descriptions, photographs or prices displayed on the Site in connection with competing with Toy Pop LLC or for other commercial purposes; or create, reproduce and/or distribute any materials derived from the content provided on this site;
e. Attempt to gain unauthorized access to Toy Pop LLC’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of the site.
4. TERMINATION
This Agreement is effective for an unlimited duration unless and until terminated in or suspended accordance with this section. Without prejudice to any other rights it may have, Toy Pop LLC may terminate this Agreement if you do not abide with the terms and conditions contained herein. You agree that any terminations and suspensions for cause shall be made in Toy Pop LLC’s sole discretion and that Toy Pop LLC shall not be liable to your r any third party for any termination or suspension of your account; loss of storage, associated email addresses or access to the Website or Services.
5. DISCLAIMER REGARDING TAX, ACCOUNTING, FINANCIAL, CYBERSECURITY OR OTHER CONSULTING INFORMATION. THE WEBSITE AND SERVICES ARE NOT A SUBSTITUTE FOR, AND DO NOT PROVIDE, TAX, ACCOUNTING, FINANCIAL, CYBERSECURITY OR OTHER CONSULTING ADVICE. THE WEBSITE AND APPLICATIONS ARE PROVIDED FOR PERSONAL EDUCATIONAL, INFORMATIONAL, AND CONVENIENCE PURPOSES ONLY AND ARE NOT TO BE USED FOR THE PROVISION OF TAX, ACCOUNTING, FINANCIAL, CYBERSECURITY OR OTHER CONSULTING ADVICE UNLESS OTHERWISE EXPLICITLY SPECIFIED BY A TOY POP LLC CPA. THE WEBSITE IS GENERAL IN NATURE AND IS NOT INTENDED FOR ANY PARTICULAR PURPOSE, INCLUDING, IN ANY WAY, TO BE A SUBSTITUTE FOR TAX, FINANCIAL, ACCOUNTING, CYBERSECURITY OR OTHER CONSULTING ADVICE OF ANY KIND FOR WEBSITE AND/OR SERVICES END USERS. THE CONTENT IS LIMITED TO PROVIDING END USERS WITH ACCESS ONLY TO INFORMATION ABOUT THE TOY POP AND SERVICES IT OFFERS. ALWAYS SEEK THE ADVICE OF APPROPRIATELY QUALIFIED AND REGULATED TAX, ACCOUNTING, FINANCIAL, CYBERSECURITY AND/OR OTHER ADVISORS WITH ANY QUESTIONS YOU MAY HAVE WITH REGARD TO A SPECIFIC TAX, FINANCIAL OR ACCOUNTING QUESTION. RELIANCE ON ANY INFORMATION PROVIDED IN THE CONTENT IS SOLELY AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY FOR THE USE OF THE INFORMATION.
6. ADDITIONAL DISCLAIMERS; NO WARRANTIES
TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, THE SERVICES, CONTENT ARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES YOU ASSUME ALL RISKS AND RESPONSIBILITIES ASSOCIATED WITH THE SELECTION AND USE OF THE CONTENT AS AN AID IN ACHIEVING YOUR PERSONAL GOALS AND OBJECTIVES, AND FOR THE INSTALLATION OF, USE OF AND RESULTS OBTAINED FROM THE SERVICES OR CONTENT. TOY POP LLC MAKES NO WARRANTY THAT THE SERVICES WILL BE ERROR-FREE OR FREE FROM INTERRUPTION OR FAILURE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, TOY POP LLC DISCLAIMS ALL WARRANTIES, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS WITH RESPECT TO THE SERVICES AND THE ACCOMPANYING WRITTEN MATERIALS.
a. YOU AGREE THAT TOY POP LLC TAKES NO RESPONSIBILITY FOR AND DISCLAIMS ANY AND ALL LIABILITY ARISING FROM ANY INACCURACIES OR DEFECTS IN THE INFORMATION, CONTENT OR WEBSITE DATA, COMMUNICATION LINES, INTERNET OR YOUR INTERNET SERVICE PROVIDER ("ISP"), COMPUTER HARDWARE OR SOFTWARE, OR ANY OTHER SERVICE OR DEVICE THAT YOU USE TO ACCESS THESERVICES.
b. Carrier Lines
YOU ACKNOWLEDGE THAT ACCESS TO THE SYSTEM WILL BE PROVIDED OVER VARIOUS FACILITIES AND COMMUNICATIONS LINES, AND INFORMATION WILL BE TRANSMITTED OVER LOCAL EXCHANGE AND INTERNET BACKBONE CARRIER LINES AND THROUGH ROUTERS, SWITCHES, AND OTHER DEVICES (COLLECTIVELY, "CARRIER LINES") OWNED, MAINTAINED, AND SERVICED BY THIRD-PARTY CARRIERS, UTILITIES, AND INTERNET SERVICE PROVIDERS, ALL OF WHICH ARE BEYOND OUR CONTROL. WE ASSUME NO LIABILITY FOR OR RELATING TO THE INTEGRITY, PRIVACY, SECURITY, CONFIDENTIALITY, OR USE OF ANY INFORMATION WHILE IT IS TRANSMITTED ON THE CARRIER LINES, OR ANY DELAY, FAILURE, INTERRUPTION, INTERCEPTION, LOSS, TRANSMISSION, OR CORRUPTION OF ANY DATA OR OTHER INFORMATION ATTRIBUTABLE TO TRANSMISSION ON THE CARRIER LINES. USE OF THE CARRIER LINES IS SOLELY AT YOUR RISK AND IS SUBJECT TO ALL APPLICABLE LOCAL, STATE, NATIONAL, AND INTERNATIONAL LAWS.
7. LIMITATION OF LIABILITY
YOU ASSUME THE ENTIRE COST OF ANY DAMAGE RESULTING FROM YOUR USE OF THE WEBSITE, SERVICES AND THE INFORMATION CONTAINED THEREIN. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TOY POP LLC BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION DAMAGES FOR LOSS OF DATA, DAMAGE TO EQUIPMENT, HARDWARE OR SOFTWARE FAILURE, OR OTHER PECUNIARY LOSS, ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICES, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, BREACH OF CONTRACT OR ANY OTHER THEORY, UNLESS THE INABILITY TO USE THE WEBSITE OR CONTENT RESULTS FROM THE INTENTIONAL CONDUCT OR GROSS NEGLIGENCE OF TOY POP LLC, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TOY POP LLC MAKES NO WARRANTY OR REPRESENTATION THAT THE INFORMATION OR FUNCTIONS CONTAINED IN THE SERVICES WILL MEET YOUR REQUIREMENTS. FURTHERMORE, TOY POP LLC DOES NOT WARRANT THAT ALL ERRORS, DEFECTS OR INEFFICIENCIES WILL BE CORRECTED, NOR DOES TOY POP LLC ASSUME ANY LIABILITY FOR FAILURE TO PROVIDE SUPPORT SERVICES AND TO CORRECT ANY SUCH ERROR, DEFECT OR INEFFICIENCY. YOU UNDERSTAND THAT UNDER NO CIRCUMSTANCES SHALL TOY POP LLC BE LIABLE FOR ANY INDIRECT, SPECIAL, ACCESSORY, EXEMPLARY OR PUNITIVE DAMAGES SUFFERED BY YOU, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH YOU, OR ANY OTHER THIRD PARTY INCLUDING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE PERFORMANCE OR BREACH THEREOF. IF ANY PART OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN THE AGGREGATE LIABILITY OF TOY POP LLC UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100) USD.
a. Unauthorized Access; Lost or Corrupt Data
WE ARE NOT RESPONSIBLE FOR UNAUTHORIZED ACCESS TO YOUR DATA, FACILITIES, OR EQUIPMENT BY INDIVIDUALS OR ENTITIES USING THE SERVICES OR SYSTEM OR FOR UNAUTHORIZED ACCESS TO, ALTERATION, THEFT, CORRUPTION, LOSS OR DESTRUCTION OF YOUR DATA FILES, PROGRAMS, PROCEDURES, OR INFORMATION THROUGH THE SERVICES OR SYSTEM, WHETHER BY ACCIDENT, FRAUDULENT MEANS OR DEVICES, OR ANY OTHER MEANS. YOU ARE SOLELY RESPONSIBLE FOR VALIDATING THE ACCURACY OF ALL OUTPUT. YOU HEREBY WAIVE ANY DAMAGES OCCASIONED BY LOST OR CORRUPT DATA, INCORRECT REPORTS, OR INCORRECT DATA FILES RESULTING FROM PROGRAMMING ERROR, OPERATOR ERROR, EQUIPMENT OR SOFTWARE MALFUNCTION, SECURITY VIOLATIONS, OR THE USE OF THIRD-PARTY SOFTWARE.
8. PRIVACY
Protecting your privacy is important to Toy Pop LLC. Toy Pop LLC may monitor your usage of the Website and/or Services, subject to the terms of its Privacy Policy, which is incorporated by reference into this Agreement. Toy Pop LLC reserves the right to change its Privacy Policy, at its sole discretion, without specific notification other than posting an update on its website.
9. SECURITY
Toy Pop LLC will endeavor to protect Your information using reasonable security measures. While the security measures are expected to reasonably protect your information and your use of the Website and/or Services, Toy Pop LLC does not warrant that your data will be completely secure. There are risks inherent in placing information on and accessing information from the Internet if you have any concerns regarding the security of your information or the use of the Internet to access your information through the Services or you should consider not creating a Toy Pop LLC account.
a. Site Security: Violating the security of the Website is prohibited and may result in criminal or civil liability. Toy Pop LLC may investigate incidents involving such violations and may involve and will cooperate with law enforcement if a criminal violation is suspected.
b. Third-Party Links: The Website may contain links or references to other independent third-party websites (the “Linked Sites”). The Linked Sites are provided solely as a convenience to you and an information resource. The Linked Sites are not hosted by or on Toy Pop LLC’s servers or under Toy Pop LLC’s control, maintained by Toy Pop LLC or affiliated with any services provided by Toy Pop LLC. Toy Pop LLC is not responsible for the content, security, availability, accuracy or practices of the Linked Sites and expressly disclaims any responsibility for malware, worms, time bombs, bots, or any other harmful or deleterious programs or materials in said links or Linked Sites. You assume all risk and responsibility You or an agent, servant, employee or End User clicks on a link on the Website and You, on Your and their behalf, irrevocably waive any claim against Toy Pop LLC for use of the Linked Sites.
10. COMPLIANCE WITH APPLICABLE LAWS
It is your responsibility to comply with, and ensure that your use of the Services or System complies with, all applicable local, state, provincial, national, and foreign laws and regulations, including without limitation all laws relating to data privacy, international communications and the export and transmission of technical data and other regulated materials. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. The Services are not available in all languages nor are they available in all countries, notwithstanding that the Services may be accessed from, displayed on or linked to a particular Mobile Device. Toy Pop LLC makes no representation that the Services are appropriate or available for use in any particular location. To the extent you choose to access the Services, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. Toy Pop LLC and its affiliates reserve the right to change, suspend, remove, or disable access to the Services at any time without notice. In no event will Toy Pop LLC be liable for the removal of or disabling of access to any such Services.
11. INDEMNIFICATION
You agree to indemnify, defend and hold harmless Toy Pop LLC and its directors, officers, employees, agents, successors and permitted assigns, from and against any and all Claims and Proceedings directly or indirectly arising from, connected with or relating to: (a) your use of the Services; or (b) any negligence, misconduct, or breach of this Agreement by you; (c) the actions of any person gaining access to the Services or System under a user ID or other unique identifier assigned to You assigned to you; (d) Your negligence or willful misconduct. In this Agreement, “Claims” means third party claims, counterclaims, complaints, demands, causes of action, liabilities, obligations, damages, legal fees, costs, expenses, and disbursements, including without limitation reasonable attorneys’ fees and court costs, of any nature or kind, whatsoever and howsoever arising, whether known or unknown, whether in law or in equity or pursuant to contract, tort, extra-contractual or statute, and whether in any court of law or equity or before any arbitrator or other body, board or tribunal; and “Proceedings” means third party actions, suits, proceedings, and hearings of any nature and kind in any court of law or equity or before any arbitrator or other body, board or tribunal.
12. SEVERABILITY AND COMPLETE UNDERSTANDING
If any provision of this Agreement is found to be contrary to law or otherwise invalid or unenforceable by a court of competent jurisdiction, then such provision shall be limited to the minimum extent necessary to effect the order of the court and construed in a way to most closely reflect the intentions of the parties. All other provisions shall remain in full force and effect. Toy Pop LLC’s failure to insist on or enforce strict performance of this Agreement shall not constitute a waiver of any provision or any right, nor shall any course of conduct between Toy Pop LLC and you or any other party be deemed to modify any provision of this Agreement. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding to the parties and supersedes and cancels all previous written, oral, or other agreements, communications, and understandings relating to the subject matter of this Agreement. Both parties further agree that any waivers and modifications must be in writing and signed by both parties.
a. Assignment: Toy Pop LLC may assign this Agreement and its rights and obligations hereunder without your consent or the consent of any persons you represent
b. Governing Law: This Agreement is governed by the laws of the State of New Jersey and the applicable federal laws of the United States, without reference to conflict of laws principles. You and Toy Pop LLC agree to submit to the exclusive jurisdiction of courts located within the County and State of New Jersey.
13. CONTACT INFORMATION
Should you have any questions, complaints or claims with respect to this Agreement, the Website, or if you desire to contact Toy Pop LLC for any reason, please contact us.
