TERMS OF USE AND PRIVACY POLICY

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE OR OUR MOBILE APPLICATION. ToyMakerz, LLC (“ToyMakerz” or “we” or “us”) owns, operates and/or provides this website and the mobile application that is associated therewith (collectively, the “Site/App”) subject to your compliance with the terms and conditions set forth in these terms of use. You agree that these terms of use and ToyMakerz’s Privacy Policy (collectively referred to as the “Terms of Use”) govern both your access to, and use of, the Site/App. BY USING THE SITE/APP, YOU CONSENT TO THE TERMS OF USE AND AGREE THAT SUCH SHALL CONSTITUTE A BINDING CONTRACT. IF YOU DO NOT AGREE TO THE TERMS OF USE, PLEASE DO NOT USE THE SITE/APP.

• OWNERSHIP AND USE OF THE SITE/APP AND CONTENT. The Site/App may include information, content, or other materials, including without limitation, audio and video clips, logos, icons, games, software, applications, data, text, graphics, images, links, and the selection, coordination, arrangement and enhancement of the foregoing (collectively, the “Content”). You acknowledge that the Content and the Site/App are protected by copyright law, trademark law, and other laws that give ToyMakerzs and its licensors the sole and exclusive right to control such, and that these rights are valid and protected in all media, whether existing or later developed, and pursuant to United States and any foreign laws. Except as expressly provided herein, you understand that ToyMakerz does not grant you any express or implied rights in or to Content and/or to the Site/App, and all right, title and interest that ToyMakerz has in such not explicitly granted to you by ToyMakerz or its licensors are retained by ToyMakerz or its licensors, respectively. No Content may be modified, copied, adapted, reverse engineered, distributed, framed, reproduced, republished, downloaded, scraped, displayed, posted, transmitted, transferred, licensed or sold in any form or by any means, in whole or in part, without ToyMakerz’s or its licensors’ prior written permission or as expressly authorized by these. ToyMakerz hereby grants you a personal, non-exclusive, non-transferable, non-sub-licensable, limited right and license to access and use the Site/App, subject to your complete compliance with the Terms of Use,  and any and all other terms and policies set forth on or in Content and/or the Site/App. You acknowledge that you do not acquire any ownership rights in or to any of the Site/App or the Content by using any of the Site/App or Content.
  
  The trademarks, logos and service marks displayed on the Site/App (collectively the “Trademarks”) are the registered and unregistered trademarks of ToyMakerz, its licensors and vendors and other third parties. The Trademarks owned by ToyMakerz and its affiliates, whether registered or unregistered, may not be used in connection with any product or service that is not ToyMakerz’s, in any manner that is likely to cause confusion among consumers, or in any manner that disparages ToyMakerz. Nothing contained on the Site/App should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark without the express written permission of ToyMakerz or the third party owner of any such Trademark. Misuse of any Trademarks is prohibited, and ToyMakerz will aggressively enforce its intellectual property rights in such Trademarks, including through civil and criminal proceedings.
  
  THE SITE/APP AND ALL CONTENT IS PROVIDED “AS IS” AND YOUR USE THEREOF IS ENTIRELY AT YOUR OWN RISK. You may not circumvent or disable any content protection features and must retain all copyright and other proprietary notices on authorized copies of the Content.

• INTERACTIVE FEATURES AND USER SUBMISSIONS. The Site/App may provide you and other users with features that allow you to submit, post, comment, display, transmit and/or exchange information, ideas, opinions, photographs, images, video, creative works or other information, messages, transmissions, ratings or material to the Site/App (“Submissions”). Submissions do not reflect the views of ToyMakerz and ToyMakerz has no obligation to monitor, edit, or review any Submissions on the Site/App. ToyMakerz assumes no responsibility or liability arising from the content of any such Submissions or for any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any information within such Submissions on the Site/App. You are strictly prohibited from posting or transmitting any unlawful, threatening, libelous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. ToyMakerz will fully cooperate with any law enforcement authorities or court order requesting or directing ToyMakerz to disclose the identity of anyone posting any such information or materials.
  
  By sending, posting or transmitting to ToyMakerz Submissions in any manner or by posting such Submissions to any area of the Site/App, you hereby grant ToyMakerz and our designees a universal, non-exclusive, sub-licensable, assignable, royalty-free, perpetual, irrevocable right to use, reproduce, exhibit, distribute, create derivative works of, publicly perform, publicly display, digitally perform, make, have made, sell, offer for sale and import such Submissions in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, without compensation to you or the provider of the Submissions. None of the Submissions will be subject to any obligation, whether of confidentiality, attribution or otherwise, on our part and we will not be liable for any use or disclosure of any Submissions. You must not transmit any Submission to or through the Site/App or to ToyMakerz that you consider to be confidential or proprietary, and any Submissions shall be deemed non-confidential. You are responsible and liable for any Submissions. 
  
  By posting a Submission you hereby represent and warrant: (A) that you own or otherwise control all of the rights to your Submission, including without limitation, all copyrights; (B) that the content is accurate; (C) that use of the content you supply does not violate these Terms of Use or ToyMakerz’s Privacy Policy and will not cause injury to any person or entity; and (D) that you will indemnify, defend and hold harmless ToyMakerz and/or its affiliates for all claims resulting from any content, information and ratings, including without limitation, all Submissions you supply, provide or transmit to ToyMakerz or the Site/App. ToyMakerz has the right, but not the obligation, to monitor and edit or remove any activity or content with or without prior notification to you. ToyMakerz takes no responsibility and assumes no liability for any content, materials or Submissions posted by you or any third party. TOYMAKERZ RESERVES THE RIGHT TO REMOVE ANY SUBMISSION, WITH OR WITHOUT NOTICE TO YOU, THAT IT DETERMINES IN ITS SOLE DISCRETION VIOLATES ANY LAW OR RIGHT OF ANY PERSON, INFRINGES THE RIGHTS OF ANY PERSON, OR IS OTHERWISE INAPPROPRIATE FOR POSTING ON THE SITE/APP.

PLEASE NOTE:

Each time you attempt to interact with Toymakerz, such as when you interact with the synchronization aspects of the application or transact within the app or website for example, you will send data for which your network operator will charge at your usual data rates.

• MODIFICATIONS TO THE SITE/APP AND THE TERMS OF USE. ToyMakerz reserves the right, in its sole discretion, to change, terminate, supplement, modify, add to or discontinue any content, feature, or aspect of the Site/App. ToyMakerz reserves the right to make changes to these at any time. We will provide notification to you in advance of any material changes to these Terms of Use becoming effective by posting a notification on the Site/App. If you continue to access and/or use any of the Site/App after the effective date of such changes, then such access and/or use will be deemed an acceptance of and an agreement to follow and be bound by the Terms of Use as revised. The revised Terms of Use shall supersede all previous notices or statements regarding the Site/App. For this reason, we encourage you to review these Terms of Use any time you access or use the Site/App, and we recommend that you print out a copy for your records.

• THIRD PARTY WEBSITES. The Site/App may contain links to third party website(s). The content on third party and linked website is not under the control of ToyMakerz. ToyMakerz is not responsible for the contents of any linked website or for any information, materials or any form of transmission received from any linked website, nor is ToyMakerz responsible if the linked website is not functioning properly. ToyMakerz provides these links to you merely as a convenience, and the inclusion of any link does not imply endorsement by ToyMakerz of any third party, third party website or any association with the operators of such website. You are responsible for viewing and abiding by the privacy statements and terms of use posted at any third party linked website.

• NOTICE AND PROCEDURE FOR COPYRIGHT INFRINGEMENT CLAIMS.

The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that materials hosted by ToyMakerz infringe your copyright, you (or your agent) may send us a notice requesting that the material be removed or that access to it be blocked.

Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement must be sent to ToyMakerz’s Designated Agent. The Name and Address of Agent Designated to Receive Notification of Claimed Infringement: ToyMakerz, LLC, rjefferson@metallawgroup.com (e-mail).

To be effective, the notification must be a written communication that includes the following:

1. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online website are covered by a single notification, a representative list of such works at that website;
3. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
4. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an e-mail address at which the complaining party may be contacted;
5. A statement 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; and
6. A statement 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.

We may give notice to our users by means of a general notice on any of our websites, electronic mail to a user’s e-mail address in our records, or written communication sent by first-class mail to a user’s physical address in our records. If you receive such a notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:

1. Your physical or electronic signature;
2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
3. A statement from you, under penalty of perjury, that you have a good-faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
4. Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a federal district court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

• TERMINATION. Your ability to access and use the Site/App and Content will remain effective until terminated in accordance with the Terms of Use. ToyMakerz may suspend, terminate, modify or delete your account with or without notice to you, at any time for any reason or for no reason, including without limitation, for violation of the Terms of Use. ToyMakerz hereby reserves the right to refuse service to anyone and to remove Content for any reason whatsoever in its sole discretion.

• DISCLAIMERS. THE SITE/APP, THE CONTENT AND ANY AND ALL PRODUCTS OR SERVICES OBTAINED THROUGH THE SITE/APP ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TOYMAKERZ AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, MERCHANTS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. TOYMAKERZ AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, MERCHANTS, AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SITE/APP OR THE CONTENT WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE/APP (OR ANY PART THEREOF INCLUDING THE CONTENT AND SUBMISSIONS), THE SERVER(S) ON WHICH THE SITE/APP IS HOSTED OR ANY SOFTWARE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF TOYMAKERZ OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, MERCHANTS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE ON THE SITE/APP, IN THE CONTENT OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SITE/APP AND ANY CONTENT AND SERVICES PROVIDED THROUGH THE SITE/APP ARE ENTIRELY AT YOUR OWN RISK.

• LIMITATION OF LIABILITY. NEITHER TOYMAKERZ NOR ANY OF OUR SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, MERCHANTS, ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SITE/APP AND/OR CONTENT CONTAINED ON THE SITE/APP, SUBMISSIONS, ANY LINKED WEBSITE OR ANY CODE, PRODUCT OR SERVICE PURCHASED, ACCESSIBLE OR USABLE THROUGH THE SITE/APP. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SITE/APP, CONTENT, SUBMISSIONS, PRODUCTS OR ANY LINKED WEBSITE IS TO STOP USING THE SITE/APP, CONTENT, SUBMISSIONS, PRODUCTS OR LINKED WEBSITE, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO TOYMAKERZ FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU TO TOYMAKERZ, IF ANY, TO ACCESS OR USE THE SITE/APP. NO COMMUNICATION OF ANY KIND BETWEEN YOU AND TOYMAKERZ OR A REPRESENTATIVE OF TOYMAKERZ CONSTITUTES A WAIVER OF ANY LIMITATIONS OF LIABILITY HEREUNDER OR CREATES ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF USE.

• INDEMNIFICATION. You agree to indemnify, defend and hold harmless ToyMakerz, our affiliates, licensors, suppliers, Merchants, advertisers and sponsors, and our and their directors, officers, employees, consultants, agents and other representatives, from and against any and all claims, damages, losses, costs (including without limitation, reasonable attorneys’ fees and expenses) and other expenses that arise directly or indirectly out of, or from: (a) your breach (including through use of your username, whether or not by you) of the Terms of Use ; (b) any allegation that any Submission or other information you submit to us or transmit to the Site/App or ToyMakerz infringes or otherwise violates the copyright, trademark, trade secret or other intellectual property or other right of any third party; (c) your access to and use of the Site/App; and/or (d) any claim that one of your postings or Submissions caused damage to a third party, including without limitation, libel, defamation, loss of or harm to reputation, or any other damage whatsoever.

•  NOTICES AND CONTACT INFORMATION. All notices required or permitted to be given under these must be in writing and shall be given by personal delivery, registered or certified mail, or nationally recognized courier service which regularly tracks its packages, to ToyMakerz, LLC, 2906 Ellington Court, Jamestown, North Carolina 27282, Attention: Managing Member. Notices, if personally delivered, shall be deemed to have been received on the date of delivery; if by registered or certified mail, on the third business day after mailing; if by courier, on the second business day after deposit with the service.
  
  If you have any questions, comments or complaints regarding the Site/App, feel free to contact us at: ToyMakerz, LLC, info@toymakerz.com, Attn: Webmaster (with the subject line “Website/Application Questions, Comments or Complaints”).

•  DISPUTE RESOLUTION. In the event of any dispute between the parties relating in any way to the Terms of Use, the parties agree to first attempt to amicably resolve it through informal communication and alternative dispute resolution, such as mediation or arbitration (“ADR”). If any party commences a legal action based on a dispute or refuses to first attempt to resolve the matter through ADR, then that party shall not be entitled to recover attorneys’ fees, even if they would have otherwise been available to that party in any such action. With regard to arbitration, either party may submit the dispute to binding arbitration with an organization or judge that is retired from Guilford County Superior Court, selected by Company and located in Guilford County, North Carolina. The matter shall be arbitrated before a single arbitrator, with the proceeding not to exceed two (2) days. An award from any binding arbitration shall be enforceable in all Courts of competent jurisdiction. All questions concerning the validity, operation, interpretation and construction of this engagement will be governed by and determined in accordance with the laws of the State of North Carolina, and the prevailing party in such proceeding shall be awarded reasonable fees, including attorneys fees, and out-of-pocket costs incurred in connection with bringing such arbitration, in addition to any other relief awarded.

•  MISCELLANEOUS. If any provision of the Terms of Use is found to be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from the Terms of Use and shall not affect the validity and enforceability of any remaining provisions. This is the entire agreement between you and ToyMakerz relating to the subject matter herein and supersedes any and all prior or contemporaneous written or oral agreements between us with respect to such subject matter. The Terms of Use are not assignable, transferable or sub-licensable by you except with ToyMakerz’s prior written consent. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by the Terms of Use. Any heading, caption or section title contained herein is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof. ToyMakerz’s performance of the Terms of Use is subject to existing laws and legal process, and nothing contained in the Terms of Use is in derogation of ToyMakerz’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site/App or information provided to or gathered by ToyMakerz with respect to such use.