Effective: August 03, 2020
These Terms are made effective as of the date that you first visit any JAKKS-owned website or application (“Site”). By accessing or using the Site, you agree to be bound by all of these Terms. IF YOU ARE UNDER THE AGE OF 18, OR UNDER THE AGE OF MAJORITY IN YOUR JURISDICTION, YOUR PARENT OR LEGAL GUARDIAN MUST READ AND AGREE TO THESE TERMS ON YOUR BEHALF BEFORE YOU MAY USE THIS SITE. If you do not agree to be bound to these Terms, please immediately discontinue use of this Site. Your continued access to and use of this Site is conditioned upon your acceptance of and compliance with these Terms. These Terms represent the entire agreement between you and JAKKS concerning the subject matter hereof, other than as incorporated by reference into these Terms.
2. MODIFICATIONS. JAKKS may, in its sole discretion, modify these Terms, at any time, without notice, and any changes shall be effective immediately upon posting to the Site. Your use of the Site after any posted changes constitutes your acceptance of the modified Terms.
3. SITE CONTENT AND INTELLECTUAL PROPERTY. JAKKS owns all copyright, trademark, trade dress, and any related intellectual property rights in the Site materials, including, without limitation, the Site’s software, code, data, art, graphics, animation, photographs, images, text, music, sound effects, audio and audiovisual elements, look-and-feel, design, layout, organization, presentation, user interface, navigation, trade dress, and stylistic convention of the Site (“Site Content”). All trademarks, service marks, trade names, and trade dress contained on this Site are proprietary to JAKKS, unless otherwise acknowledged.
These Terms shall neither confer any third-party rights or benefits (except as specifically granted herein) nor grant any ownership rights of any Site Content or license or right to use any Site Content. You may not (except where we have given you written permission or you are otherwise permitted by law) modify, copy, distribute, download, upload, post, broadcast, or transmit, display, disassemble, perform, reproduce, publish, license, decompile, reverse engineer, create derivative works from, transfer, sell, or make other use of any of the Site Content. Any use of the Site Content, other than as explicitly permitted in these Terms, is unauthorized and may be a violation of our rights or other applicable laws.
4. REGISTRATION. If you create an account or otherwise register with JAKKS, you agree: (a) to provide and maintain accurate, current, and complete information about yourself as prompted by this Site’s registration process; (b) not to impersonate any person or entity, or misrepresent your age, identity, or affiliation with any person or entity, including using another person’s login or account information, or another person’s age, name, likeness, voice, image, or photograph; (c) not to give permission to any other person to impersonate you in any way, or use your account, name, likeness, voice, image, or photograph; (d) to keep your account secure and exit from your account at the end of each session; and (e) that you are solely responsible for maintaining the confidentiality of your e-mail address, username, and password, and for all activities that occur under your e-mail address or account.
5. PURPOSE OF USE. Except as otherwise specified, this Site’s sole purpose is to promote our products and services. JAKKS operates and controls this Site from its offices at 2951 28th St., Santa Monica, California, 90405, U.S.A. JAKKS makes no representations that any Site Content is appropriate or available for use in any particular location. You shall not use this Site: (a) for commercial (except with JAKKS’ prior written permission or agreement) or political purposes; (b) for collection of information or content by technological devices such as robots, spiders, spyware, software extraction tools, etc.; (c) for collection of meta tags or hidden text utilizing trademarks; (d) in an illegal manner; or (e) in a way that interferes with enjoyment of this Site by others or otherwise interferes with our systems.
6. FORUMS. JAKKS makes no representations or warranties regarding the information or opinions expressed in any message boards, chat rooms, or elsewhere on the Site (“Forums”). You irrevocably agree that: (a) JAKKS shall not be liable for any loss, damage (whether actual, consequential, punitive, or otherwise), injury, claim, liability or other cause of any kind or character based upon or resulting from any information provided in the Forums, (b) you shall not to upload, transmit, distribute or otherwise publish through the Forums any “Unauthorized Material,” which includes, without limitation, content that, as determined by JAKKS in its sole discretion:
- May be inappropriate, derogatory, indecent, obscene, pornographic, rude, abusive, threatening, hateful, tortious, defamatory, slanderous, or libelous;
- Violates or infringes another’s rights, including, without limitation, privacy, publicity, or intellectual property rights;
- Promotes bigotry, racism, hatred, or harm against any group or individual, or promotes discrimination in any way;
- Advocates or engages in unlawful activity of any applicable jurisdiction; or
- Solicits funds, advertises, or solicits for the sale or other transfer of goods or services.
JAKKS reserves the right to delete, move, or edit messages that JAKKS, in its sole discretion, deems may violate these Terms.
8. THIRD-PARTY SITES. JAKKS may provide hyperlinks to websites owned and operated by parties other than JAKKS, such as online shopping sites, YouTube, and social media websites, but JAKKS does not control the activities of any third-party website. JAKKS will not be responsible or liable, directly or indirectly, for any damage or loss in connection with third-party websites or services.
10. INDEMNIFICATION. You agree to indemnify, defend, and hold harmless JAKKS and the officers, directors, employees, agents, service providers, licensors and licensees of JAKKS (collectively, the “Indemnified Parties”) from and against any and all claims, damages, losses, liabilities, and costs (including reasonable attorneys’ fees) incurred by the Indemnified Parties in connection with (a) any Dispute (defined below) arising out of or related to any breach by you of these Terms, or arising out of or related to your conduct with respect to this Site or these Terms; (b) any Dispute arising out of or related to your publication or transmittal of Unauthorized Material; and (c) any investigation, defense, settlement, or legal proceeding arising from your illegal or improper use of this Site. You shall use your best efforts to cooperate with the Indemnified Parties in the defense of any claim. The Indemnified Parties reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you.
11. LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, CONTRACT BREACH, TORT, OR NEGLIGENCE, SHALL JAKKS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS SITE OR MATERIALS OR FUNCTIONS ON THIS SITE, EVEN IF JAKKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL JAKKS’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTIONS EXCEED THE LESSER OF ONE DOLLAR (USD$1.00) OR THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE.
12. FOREWORD-LOOKING STATEMENTS. All materials, including without limitation, annual reports to shareholders, press releases, and JAKKS filings with the Securities and Exchange Commission (“SEC”) reproduced on this Site are as of the original date of filing, and may not be current. Any forward-looking statement reproduced on this site should be read in connection with other factors that could cause actual future events or results to differ materially from anticipated events or results that are mentioned in the JAKKS Annual Report on Form 10-K under the heading “Forward-Looking Statements,” JAKKS Quarterly Reports on Form 10-Q under the heading “Other Information” and in other filings made by JAKKS available on this site or the SEC’s Edgar Database (http://www.sec.gov/edgars.html). Changes to the Site Content may be made at any time, without notice.
13. TERMINATION. For any reason and at its sole discretion, JAKKS may deny access to any part of this Site and/or any other websites operated by JAKKS (“Termination”). An e-mail notice from JAKKS to any e-mail address used by the person who is the subject of the Termination shall constitute complete and sufficient notice of Termination. You irrevocably agree to immediately cease and desist any attempt to access any part of this Site and/or any other websites operated by JAKKS upon issuance of a Termination notice. JAKKS reserves the right to prosecute, to the fullest extent allowed by law, users who misuse this Site or violate these Terms
14. DISPUTES, BINDING ARBITRATION, AND WAIVER OF CLASS CLAIMS. READ THIS SECTION CAREFULLY AND FOLLOW THE INSTRUCTIONS BELOW IF YOU WISH TO OPT OUT OF BINDING ARBITRATION TO RESOLVE DISPUTES.
- . This Section applies to any dispute, claim, or action (“Dispute”) between you and JAKKS, whether in contract, warranty, misrepresentation, fraud, tort, statute, regulation, ordinance, or any other legal or equitable basis, and shall be given the broadest meaning permissible by applicable law. California law shall govern the Terms and any interpretation thereof, regardless of conflict of laws, as well as any Dispute between you and us.
B. BINDING ARBITRATION
- . Unless you opt-out pursuant to Section F below of these Terms, you and JAKKS agree that: (1) these Terms memorialize a transaction in interstate commerce; (2) all Disputes will be arbitrated pursuant to these Terms; (3) the Federal Arbitration Act (9 U.S.C. §1, et seq.) governs interpretation and enforcement of this Section; and (4) this Section shall survive Termination and termination of these Terms. ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JUDGE OR JURY IN A COURT PROCEEDING, YOUR GROUNDS FOR APPEAL ARE LIMITED, AND AN ARBITOR WILL DECIDE ALL CLAIMS. In some instances, the costs of arbitration could exceed the costs of civil litigation, and the right to discovery may be more limited than in court. The arbitrator’s decision shall be final and enforceable by any court with jurisdiction over the parties.
C. DISPUTE NOTICE
- . If a Dispute arises, the party initiating the Dispute must first send notice to the other with a written statement setting forth the initiating party’s name, address, and contact information, the facts giving rise to the Dispute, and the relief requested (“Dispute Notice”). For JAKKS, the Dispute Notice must be sent to
- . For you, the Dispute Notice will be sent to your last-known email or mailing address that we have on file. Following receipt of the Dispute Notice, JAKKS and you agree to act in good faith to resolve the Dispute before commencing arbitration. If JAKKS and you do not resolve the Dispute within sixty (60) days after the Dispute Notice is received, an arbitration proceeding may be commenced under this Section.
D. WAIVER OF CLASS ACTIONS AND CLASS ARBITRATIONS
- . YOU AGREE TO ONLY BRING DISPUTES AGAINST JAKKS IN YOUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, INCLUDING WITHOUT LIMITATION, FEDERAL OR STATE CLASS ACTIONS, OR CLASS ARBITRATIONS. YOU WILL NOT SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR IN ANY OTHER PROCEEDING IN WHICH YOU ACT OR PROPOSE TO ACT IN A REPRESENTATIVE CAPACITY. NO ARBITRATION OR OTHER PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES TO ALL AFFECTED ARBITRATIONS OR PROCEEDINGS.
E. DISPUTES MUST BE BROUGHT WITHIN ONE YEAR
- . To the extent permitted by law, any Dispute Notice must be received within one year of the alleged incident giving rise to the Dispute, and failure to timely serve such Dispute Notice will permanently preclude any further action.
F. 30-DAY OPT-OUT PERIOD
- . IF YOU DO NOT WISH TO BE BOUND BY THE ARBITRATION PROVISION IN THIS SECTION, YOU MUST NOTIFY JAKKS BY E-MAILING [email protected] WITHIN 30 DAYS OF THE DATE THAT YOU ACCEPT THESE TERMS (UNLESS A LONGER PERIOD IS REQUIRED BY APPLICABLE LAW). If you opt-out consistent with the procedure set forth above, all other terms contained herein shall continue to apply, and any Dispute will be handled via arbitration in Los Angeles, California.
15. DIGITAL MILLENIUM COPYRIGHT ACT (DMCA). You may not use this Site in any manner that infringes anyone’s copyright. JAKKS will promptly investigate compliant DMCA notices of alleged copyright infringement regarding content hosted or displayed via our systems. Any person or party who wishes to file a claim of copyright infringement regarding user content may send notice via email to [email protected]. As set forth in the DMCA, in order to be effective, the notice must: (1) describe the work claimed to have been infringed; (2) identify the allegedly infringing content, along with information reasonably sufficient to permit us to locate the content; (3) include the complaining party’s contact information; (4) state that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; (4) state that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; and (5) be signed by the complaining party or the complaining party’s authorized representative.
16. EXPORT CONTROLSs. The supply of goods, services, and software through this Site is subject to United States export control laws. You may not acquire goods, services, or software through this Site if you: (a) are in, under the control of, or a national or resident of a region with which the United States has an embargo, or if you are on the Specially Designated Nationals List or the Denied Persons List, Unverified List, or Entity List (“Prohibited Persons”); or (b) intend to supply the acquired goods, services or software to an embargoed region (or a national or resident of an embargoed region) or to any Prohibited Persons. By downloading or using any Site Content, you represent and warrant that (a) you are not located in, under the control of, or a national or resident of any embargoed region and (b) any acquisition and use of Site Content comports with all other applicable laws.
17. TERMINATION. These Terms are effective until terminated by either Party. You may terminate these Terms at any time by discontinuing use of this Site and destroying all materials obtained from the Site and all related documentation and all copies and installations thereof, whether made under these Terms or otherwise. Your access to this Site may be terminated immediately without notice from JAKKS at JAKKS’ sole discretion for any reason. Upon termination, you must cease use of this Site and destroy all materials obtained from the Site and all copies thereof.
18. SEVERABILITY. If any provision in these Terms are found to be unenforceable, that provision shall be severed, with all other Terms remaining in full force and effect.