Made By KIDDIES, Inc. - Terms of Use

[ TERMS OF USE ]

Made By KIDDIES, Inc. Web Site Use Agreement

This Company Internet Web Site Terms of Use Agreement (the "Agreement") is between you and MADE BY KIDDIES, INC., with its principal place of business at 3701 Wilshire Blvd., Suite 1130, Los Angeles, California 90010 (“MBK”). Use of this company Internet Web site (the "MBK Site(s)") signifies your agreement to the terms and conditions of use set forth below in the Agreement:

(1) By using this MBK Site, you acknowledge that you have carefully read these terms and conditions of use and that you accept the terms thereof. If you do not agree to these terms and conditions of use, you may not access or otherwise use this MBK Site.

(2) These MBK Sites are controlled and operated by MBK from within the United States. Access from territories or countries that may consider materials on this MBK Site illegal is prohibited. Users who choose to access this MBK Site from those countries or territories do so on their own initiative and at their own risk and are solely responsible for compliance with all applicable local laws and regulations. MBK may monitor your use of this MBK Site, and may freely use and disclose any information and materials received from you or collected through your use of the MBK Site for any lawful reason or purpose. If you do not agree to the terms and conditions herein or any changes that MBK may make to these terms in the future, in MBK’s sole and absolute discretion, your only remedy is to discontinue your use of this MBK Site immediately.

(3) MBK reserves the right, at its sole discretion and without notice, to change, modify, add or remove any portion of this Agreement, in whole or in part, at any time. Any modification of this Agreement shall be effective fifteen (15) days after posting. You should review the terms of this Agreement frequently to ensure that you are aware of any changes.

(4) The MBK Site is protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other copyright laws. The Contents of the MBK Site are only for your personal, non-commercial use. Content shall include software, Downloads (defined herein below), images, graphics, sounds and all other material that you find on any MBK Site (“Content”). All materials contained on the MBK Site are protected by copyright, and are owned or controlled by MBK, MBK's licensors, the party credited as the provider of the Content, and/or their respective owners. The MBK Site may contain proprietary logos, trademarks or service marks and other proprietary information. All trademarks and copyrights are the property of their respective owners. Nothing on this MBK Site shall be construed as granting you, by implication, estoppel, or otherwise, any license or right to use any trademark on this MBK Site without prior written permission of the trademark owner. You may only use the MBK Site in a noncommercial manner. MBK is not granting you a license to use any of these logos, marks or other proprietary information other than as may be stated herein. You may not “frame” or “mirror” any Content from the MBK Site onto any other web site. You will abide by any and all additional copyright notices, information, or restrictions contained in any Content on the MBK Site. The information and images contained in this Site are copyrighted and may not be distributed, modified, or reproduced in whole or in part without the prior written consent of MBK unless otherwise specified hereunder. MBK grants our MBK Site users a personal, non-exclusive, non-transferable, revocable in MBK’s sole discretion, and non-assignable license to use and display, for home, noncommercial and personal use only, one copy of any software, images, or screen shots on a single computer that MBK allows you to download from this MBK Site (“Downloads”) provided, that you maintain all copyright, trademark and other notices contained or associated with such Downloads. At MBK’s request you agree to immediately destroy any Downloads in your possession or control. You acknowledge and agree that you may not sublicense, assign or otherwise transfer this license or the Downloads and that no ownership rights have or will pass from MBK to you. You also agree not to alter, disassemble, decompile, reverse engineer or otherwise modify the Downloads. Copying or storing of any Content for other than personal, noncommercial use is expressly prohibited without prior written permission from MBK or the copyright holder identified in the individual Content copyright notice. You acknowledge that there are inherent dangers in the use of materials available for downloading and you should make sure that you completely understand the potential risks before downloading any materials. You and you alone are responsible for the protection and backup of equipment and data used in connection with any Download and the entire risk of use of any Download resides with you. As is the case with the rest of the MBK Site, the Downloads are provided “AS IS” and without warranties of any kind.

(5) MBK may change, suspend or discontinue any aspect of the MBK Site at any time, including the availability of any MBK Site feature, database, or Content. MBK may also impose limits on certain features and services or restrict your access to parts or all of the MBK Site without notice or liability.

(6) You represent, warrant and covenant that: (a) you shall not upload, post or transmit to or distribute or otherwise publish through the MBK Site any materials which (i) restrict or inhibit any other user from using and enjoying the MBK Site, (ii) are unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus or other harmful component, (vi) contain any information, software or other material of a commercial nature, (vii) contain advertising of any kind, or (viii) constitute or contain false or misleading indications of origin or statements of fact. MBK reserves the right, at any time without prior notice, to discontinue your access to this or any MBK Site for any reason in MBK's sole discretion.

(7) You hereby agree to indemnify, defend and hold MBK, and all its officers, directors, owners, agents, employees, information providers, partners, affiliates, parents, licensors and licensees (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of the Agreement or the foregoing representations, warranties and covenants, including, without limitation, attorneys fees and costs. You shall cooperate as fully as reasonably required in the defense of any claim. The Indemnified Parties reserve the right but not the obligation, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of the Indemnified Parties.

(8) The MBK Site may contain links and pointers to the other related World Wide Web Internet sites, resources, and sponsors of the MBK Site. Links to and from MBK Site to other third party sites, maintained by third parties, do not constitute an endorsement by MBK or any of its subsidiaries or affiliates of any third party resources, or their contents.

(9) If you are under the age of eighteen (18) you should ask you parents or guardian to read this agreement and MBK’s Privacy Policy before you use this MBK Site, send any information to this MBK Site (including but not limited to email), enter any contest on this MBK Site, or post any information on this MBK Site.

(10) MBK does not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed or distributed through the MBK Site. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk. MBK reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the MBK Site.

(11) By posting messages, uploading files, inputting data or engaging in any other form of communication (individually or collectively "Communications") to the MBK Site, you hereby grant to MBK a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit such Communications, for any purpose whatsoever, including but not limited to, developing, manufacturing, and marketing of products, in all media now known or hereafter developed. You hereby waive all rights to any claim against MBK for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Communications. No purported reservation of rights accompanying any posting or communication shall have any force or effect.

(12) MBK does not prescreen or approve, or later review all Communications and materials posted to the MBK Site by users, and MBK is not responsible for any such materials or Communications posted by users. MBK may, but is not obligated to, review and monitor any and all areas of the MBK Site including those where you post Communications. MBK reserves the right to remove any Communications that are objectionable to it in its sole discretion. MBK will have no liability related to any Communications by you whether arising under the laws of copyright, trademark, privacy, libel, obscenity or otherwise, including without limitation, for failure to remove any Communications. MBK reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post any information or materials, in whole or in part, that in MBK's sole discretion are objectionable or in violation of this Agreement.

(13) THE MBK SITE, INCLUDING ALL CONTENT, INFORMATION, SOFTWARE, FUNCTIONS, DOWNLOADS, AND MATERIALS MADE AVAILABLE ON OR ACCESSED THROUGH THE MBK SITE, IS PROVIDED "AS IS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, MBK AND ITS PARENT, SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE MBK SITE OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE MBK SITE, ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE MBK SITE OR ANY LINKED SITE. FURTHER, MBK AND ITS PARENT, SUBSIDIARIES AND AFFILIATES DISCLAIM, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SOME JURSDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. MBK DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE MBK SITE OR ANY MATERIALS CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE MBK SITE OR THE SERVER IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MBK AND ITS PARENT, SUBSIDIARIES AND AFFILIATES SHALL NOT BE LIABLE FOR THE USE OF THE MBK SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER MBK NOR ANY OF ITS DIRECTORS, EMPLOYEES, PARENTS, SUBSIDIARIES, AFFILITATES OR OTHER REPRESENTATIVES WILL BE LIABLE FOR ANY LOSS OR DAMAGE ARISING OUT OF THE USE OF, OR INABILITY TO USE THE MATERIALS ON THIS MBK SITE. UNDER NO CIRCUMSTANCES, WHETHER AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER CLAIM OR CAUSE OF ACTION, WILL MBK OR ITS PARENT, SUBSIDIARIES OR AFFILIATES BE LIABLE TO ANY USER OF THE MBK SITE FOR ITS LOST PROFITS, LOST SAVINGS OR OTHER INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED OR INCURRED AS A RESULT OF ANY USE OF THE MBK SITE, EVEN IF MBK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. SOME STATES AND/OR JURISDICTIONS DO NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL AND INCIDENTAL DAMAGES. THUS IN SUCH STATES OR JURISDICTIONS MBK’S LIABILITY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. YOU ACKNOWLEGE THAT MBK AND ITS PARENT, SUBSIDIARIES AND AFFILIATES ARE NOT LIABLE FOR ANY ACT OR FAILURE TO ACT REGARDING ANY CONDUCT, CONTENT, OR COMMUNICATION ON ANY MBK SITE. YOU ACKNOWLEDGE AND AGREE THAT YOUR SOLE REMEDY FOR ANY DISPUTE WITH MBK OR ITS PARENT, SUBSIDIARIES OR AFFILIATES IS TO STOP USING THE MBK SITE. IN NO EVENT SHALL MBK OR ITS PARENT, SUBSIDIARIES AND AFFILIATES’ TOTAL POTENTIAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT PAID BY YOU TO MBK, IF ANY, TO FOR ACCESS TO THIS SITE.

(14) You acknowledge that transmissions to and from this MBK Site are not confidential and your Communications may be read or intercepted by others. You acknowledge that by submitting Communications to MBK, no confidential, fiduciary, contractually implied or other relationship is created between you and MBK other than pursuant to this Agreement. You acknowledge that personal information that you post on the bulletin boards is not confidential and may be seen and inappropriately used by others thus, we encourage you not to disclose personal information about yourself in your public communications on any MBK Site.

(15) THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. SOLE AND EXCLUSIVE JURISDICTION FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE AN APPROPRIATE STATE OR FEDERAL COURT LOCATED IN THE STATE OF CALIFORNIA.

(16) This Agreement constitutes the entire agreement between MBK and you with respect to your use of the MBK Site. All rights not expressly granted herein are hereby expressly reserved. No waiver of any right or obligation by MBK hereto under this Agreement shall be effective unless in writing, specifying such waiver, executed by MBK. The failure by MBK to enforce at any time or for any period any one or more of the terms or conditions of this Agreement shall not be a waiver of them or of the right at any time subsequently to enforce all terms and conditions of this Agreement. You agree to comply with all local laws and rules regarding online activity and Content, including but not limited to all applicable laws regarding the transmission of technology and data exported and or imported to or from the United States or the country in which you reside.

(17) An action or proceeding regarding claims under this Agreement must be commenced within one (1) year after the events giving rise to the claim or be forever barred.

(18) If for any reason a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the Agreement, and the remainder of this Agreement shall continue in full force and effect.