Terms and Conditions

Welcome to the ToyFlow Website.

 

ToyFlow, Inc.  (“TOYFLOW”) provides services to you subject to the following notices, terms, and conditions (“Terms”)


PLEASE READ THESE TERMS CAREFULLY.  THESE TERMS, AS MODIFIED OR AMENDED FROM TIME TO TIME, ARE A BINDING CONTRACT BETWEEN TOYFLOW AND YOU ("you”).  IF YOU VISIT, USE, OR SHOP AT THE TOYFLOW WEBSITE and any future site operated by TOYFLOW, (herein referred to collectively as the "Site"), YOU ACCEPT THESE TERMS.  IN ADDITION, WHEN YOU USE ANY CURRENT OR FUTURE TOYFLOW SERVICE OR VISIT OR PURCHASE FROM ANY BUSINESS AFFILIATED WITH TOYFLOW, WHETHER OR NOT INCLUDED IN THE SITE, YOU ALSO WILL BE SUBJECT TO THE GUIDELINES AND CONDITIONS APPLICABLE TO SUCH SERVICE OR BUSINESS.  IF THESE CONDITIONS ARE INCONSISTENT WITH SUCH GUIDELINES AND CONDITIONS, SUCH GUIDELINES AND CONDITIONS WILL CONTROL.

 

1.              MINIMUM AGE REQUIREMENT

The Site is intended for use by persons who are at least 18 years old, or the legal age required to form a binding contract in your jurisdiction if that age is greater than 18.  By using the Site, you represent and warrant that you are at least 18 years old and of legal age to form a binding contract.  If you are under 18, you may use the Site only with the permission and involvement of a parent or guardian.

Children (persons under the age of 18) are not eligible to use the Site unsupervised and we ask that children do not submit any personal information to us. If you are under the age of 18, you may only use TOYFLOW in conjunction with and under the supervision of a parent or guardian.  TOYFLOW will never knowingly collect the personal information of minors.

 

2.              PRIVACY POLICY

Please read our Privacy Policy, which is incorporated into these Terms.  We reserve the right to contact you in connection with our or your compliance with and performance of these Terms (including without limitation the license rights granted hereunder) or any Content or activities relating to the Site.  You acknowledge that TOYFLOW may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of TOYFLOW, it's employees and assigns, Site users, and the public.

 

3.              CUSTOMER SUPPORT

You may contact TOYFLOW Customer Services by sending an email to customer@toyflow.com.  You acknowledge that the provision of customer support is at TOYFLOW’s sole discretion, and that we have no obligation to provide you with customer support of any kind.  We may provide you with customer support from time to time, at our sole discretion, provided that you have created an Account and that you submit your customer support inquiries using such Account.

 

4.              PRODUCT SPECIFICATIONS; PRICING; TYPOGRAPHICAL ERRORS

We are not infallible, and therefore we do not warrant that product specifications, pricing, or other content on the Site is complete, accurate, or error-free.  In the event of any errors relating to the pricing or specifications of any product, TOYFLOW shall have the right to refuse or cancel any orders at its sole discretion.  If we charged your credit card prior to cancellation, we will issue a credit to your account in the amount of the charge.

 

5.              SELLER; RISK OF LOSS

TOYFLOW, Inc. is the seller for all items on toyflow.com.  All items purchased from the TOYFLOW Site are made pursuant to a shipment contract.  This means that the risk of loss and title for such items pass to you upon delivery to the carrier.

 

6.              ELECTRONIC COMMUNICATIONS

You agree to electronic communication for all of your transactions and communication with TOYFLOW.  You agree that all postings, notices, disclosures, or other communications that we provide to you electronically satisfy any legal requirements that such communications be in writing.

 

7.              NOTICES AND CONTACT INFORMATION

Except as otherwise provided in these Terms, TOYFLOW will give you any notices by posting them on the Site, and you agree that such posting will constitute effective notice.  You authorize TOYFLOW to send notices (including without limitation notice of subpoenas or other legal process, if any) via electronic mail as well if TOYFLOW decides, at its sole discretion, to do so.  You agree to keep your address current and that notice provided by TOYFLOW to the address that you have most recently provided will constitute effective notice. TOYFLOW’s address for Legal Notices is:

ToyFlow, Inc.
27 Maguire Street
Montreal  QC, Canada
H2T 1B7

 

8.              MODIFICATIONS TO TERMS AND SITE

You agree that from time to time we may, at our sole discretion, modify, add or remove any or all parts of these Terms and the Privacy Policy.  Such modifications will be effective immediately upon posting of the modified Terms to the Site.  Your continued use of the Site following the posting of changes to these Terms will mean that you accept those changes.  We reserve the right from time to time to temporarily or permanently modify or discontinue, and restrict or block access to, the Site (or any part thereof) without notice.

 

9.              PROHIBITED CONDUCT

You agree not to do, or attempt to do, any of the following, subject to applicable law: (a) alter information on or obtained from the Site; (b) tamper with registration information; (c) use any robot, spider, scraper or other automated means or interface not provided by us to access the Site or extract data or gather or use information, such as email addresses, available from the Site or transmit any unsolicited advertising, "junk mail," "spam," or "chain letters"; (d) frame any part of the Sites, or link to the Sites, or otherwise make it look like you have a relationship to us or that we have endorsed you or your Content for any purpose except as expressly permitted in writing by TOYFLOW, INC.; (e) impersonate or misrepresent your affiliation with any person or entity; (f) bypass or circumvent measures employed to prevent or limit access to any area, content or code of the Sites (except as otherwise expressly permitted by law); (g) take any action which might impose a significant burden (as determined by us) on the Site's infrastructure or performance, or send to or otherwise impact us or the Site (or anything or anyone else) with harmful, illegal, deceptive or disruptive code such as a virus, "spyware," "adware" or other code that could adversely impact the Site or any recipient.

 

10.           MONITORING OF SITE CONTENT

We are under no obligation to restrict or monitor Site Content in any way.  YOU UNDERSTAND AND ACKNOWLEDGE THAT TOYFLOW DOES NOT REGULARLY MONITOR THE ACCURACY OR RELIABILITY OF CONTENT AND THAT USE OF THE SITE  IS AT YOUR OWN RISK.  Notwithstanding the foregoing, we reserve the right to modify or remove any Content at any time.  Any opinions, advice, statements, services, offers, or other information or Content expressed or made available by third parties, including other users, are those of the respective author(s) or distributor(s) and not of TOYFLOW.  TOYFLOW neither endorses nor is responsible for the accuracy or reliability of any opinion, advice, information, or statement made on these Sites by anyone other than authorized TOYFLOW employees acting in their official capacities.

 

11.           PROTECTION OF SITE CONTENT

Our Sites are protected by Canadian, United States and international intellectual property laws, which you agree to respect.  All content on the Sites, including but not limited to text, logos, icons, images, graphics, audio clips, compilations, and downloads, as well as the collection, arrangement, and assembly of such content, is the exclusive property of TOYFLOW or its content suppliers.  All software used on the Sites is the property of TOYFLOW or its software suppliers.

 

12.           DEALINGS WITH MERCHANTS; LINKS

This Site may contain advertisements, offers, or other links to other websites and resources of third parties that we do not control.  That information, as well as advertisements, may or may not be or remain wholly accurate.  You acknowledge and agree that TOYFLOW is not responsible or liable for (i) the availability or accuracy of such sites or resources; or (ii) the content, advertising, or products or services on or available from such sites or resources.  The inclusion of any link on the Sites does not imply that we endorse the linked site.  You use the links at your own risk.  TOYFLOW's Privacy Policy is applicable only when you are on our Site.

Your correspondence or business dealings with, or participation in promotions of, third party merchants or advertisers that are found on or through the Site or which provide links on the Site, including, for example, "click to purchase" and other similar programs, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such merchant or advertiser.  You waive any claim against TOYFLOW and agree to hold TOYFLOW harmless from any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of such merchants or advertisers on the Site.

 

13.           TERMINATION OR CANCELLATION

You agree that we may, at any time and at our sole discretion, with or without cause or any notice to you, terminate these Terms, your access to the Site, and/or your Account, or suspend or block your access to the Site.  You will still be liable for any breaches of these Terms and/or obligations incurred before the Terms end.  If you use the Site after termination of these Terms, that use will constitute your agreement to the Terms then posted on the Site.

The provisions entitled "Indemnification," "Disclaimer of Warranties," "Exclusion of Damages; Limitation of Liability," and "Additional Terms" and the Privacy Policy will survive termination of these

 

14.           INDEMNIFICATION

As a condition of your access to and use of the Site, you or any user of your account agree to hold TOYFLOW, and its subsidiaries, affiliates, shareholders, officers, directors, employees, agents, attorneys, and suppliers, and each of their respective successors and assigns, harmless from, and indemnify them for, all damages, costs, expenses and other liabilities, including but not limited to attorneys' fees and expenses, relating to any claim arising out of or related to: (i) your access to and use of the Site and the content therein; (ii) your violation of these Terms (including terms incorporated into them, e.g., the Privacy Policy and Supplemental Terms), and any applicable law or the rights of another person or party; (iii) any dispute you have or claim to have with one or more users of the Site; (iv) TOYFLOW's resolution (if any) of any dispute you have or claim to have with one or more users of the Site; (v) your improper authorization for TOYFLOW to collect, use or disclose any data or Content provided by you; and (vi) any disclosures made with your permission (including, without limitation, your consent that TOYFLOW disclose your personal information and other information collected as set forth in our Privacy Policy).  Furthermore, you fully understand and agree that: (a) TOYFLOW will have the right but not the obligation to resolve disputes between users relating to the Site and TOYFLOW's resolution of a particular dispute does not create an obligation to resolve any other dispute; and (b) TOYFLOW's resolution of a dispute will be final with respect to the Site.

 

15.           DISCLAIMER OF WARRANTIES

THE SITE MAY CONTAIN ADVICE, OPINIONS, INSTRUCTIONS AND STATEMENTS FROM TOYFLOW, ITS USERS AND OTHER CONTENT AND INFORMATION PROVIDERS.  THIS CONTENT IS INTENDED TO BE USED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY.  YOU USE THE SITES AND CONTENT AT YOUR OWN RISK.  THE SITES ARE PROVIDED BY TOYFLOW ON AN "AS IS" AND "AS AVAILABLE" BASIS.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, TOYFLOW MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITES OR THE INFORMATION OR CONTENT INCLUDED ON THE SITES.  TOYFLOW MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, SECURE, OR TIMELY.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, TOYFLOW EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED REPRESENTATIONS, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND THOSE ARISING FROM A COURSE OF DEALING, TRADE, USAGE OR PERFORMANCE.  SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, AND THEREFORE SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

16.           EXCLUSION OF DAMAGES; LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE THAT NEITHER TOYFLOW, NOR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS AND SUPPLIERS, NOR EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS, WILL BE LIABLE TO YOU AND/OR ANY OTHER PERSON FOR DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST REVENUE, LOSS OF USE, LOSS OF DATA, LOSS OF PRIVACY, LOSS OF GOODWILL OR ANY OTHER LOSSES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF FAULT, TORT (INCLUDING NEGLIGENCE) OR STRICT OR PRODUCT LIABILITY.  WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE AGGREGATE LIABILITY TO YOU OF TOYFLOW AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, ATTORNEYS, AND SUPPLIERS AND EACH OF THEIR RESPECTIVE SUCCESSORS AND ASSIGNS EXCEED, IN TOTAL, THE AMOUNTS PAID BY YOU TO US.

 

17.           ADDITIONAL TERMS

a.  Severance.  If any part of the Terms is held by a court of competent jurisdiction to be invalid or unenforceable, the invalid or unenforceable part will be given effect to the greatest extent possible and the remainder will remain in full force and effect, provided that the allocation of risks described herein is given effect to the fullest extent possible.

b.  No Assignment.  These Terms (including terms incorporated into them, e.g., the Privacy Policy) are personal to you and you may not transfer, assign or delegate them to anyone without the express written permission of TOYFLOW.  Any attempt by you to assign, transfer or delegate these Terms without the express written permission of TOYFLOW will be null and void.  TOYFLOW shall have the right to transfer, assign and/or delegate these Terms to one or more third parties without your permission.

c.  Jurisdiction; Choice of Law; Export Limitations.  The Site is controlled by us from our offices within Canada.  If you choose to access this Site from locations outside Canada, you do so at your own risk and you are responsible for compliance with applicable local laws.  You may not use or export anything from the Site in violation of Canadian export laws and regulations or the Terms.  These Terms and all performances and claims of every nature (including without limitation, contract, tort and strict liability) relating in any way to any aspect of the Sites will be governed by the laws of the Province of Quebec, Canada, without regard to any conflicts of laws principles that would result in the application of the law of a different jurisdiction.  You and TOYFLOW agree to submit to the personal and exclusive jurisdiction of the courts located within Montreal, in the Province of Quebec.  Any disputes regarding such claims or arising under or related in any way to these Terms or the Sites shall be heard exclusively in the appropriate forum in Quebec.  You hereby waive any claim or defense that such forum is not convenient or proper, and consent to service of process by any means authorized by Quebec and/or Canadian Federal law. The parties have required that these Terms and all related documents be drawn up in English. Les parties ont demandé que ces termes et conditions ainsi que tous les documents qui s'y rattachent soient rédigés en anglais.

d.  Limitations on Actions.  Any action concerning any dispute you may have with respect to the Site must be commenced within six (6) months after the cause of the dispute arises, or the cause of action is barred.

e.  Paragraph Headings.  The paragraph headings in these Terms are included to help make these Terms easier to read and have no binding effect.

f.  Entire Agreement.  These Terms (including terms incorporated into them, e.g., the Privacy Policy) comprise the entire agreement (the "Entire Agreement") between you and TOYFLOW with respect to the use of the Site and supersedes all contemporaneous and prior agreements between the parties regarding the subject matter contained herein, and neither party has relied on any representations made by the other that are not expressly set forth in the Entire Agreement.

g.  No Waiver.  The failure of TOYFLOW to exercise or enforce any right or provision of these Terms, including any failure to act with respect to a breach, will not constitute a waiver of such right or provision or TOYFLOW's right to act with respect to subsequent or similar breaches.  We suggest that you print out a copy of these Terms for your records.


NOTICE OF AVAILABILITY OF FILTERING SOFTWARE
All users are hereby informed by the provider of this interactive computer service that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist in limiting access to material that is harmful to minors.  A report distributed by the RCMP in Canada outlines Internet Security with a section focused on Risks to Children at http://www.rcmp-grc.gc.ca/qc/pub/cybercrime/cybercrime-eng.htm.  The United States government detailing some of those protections can be found at http://www.ntia.doc.gov/ntiahome/ntiageneral/cipa2003/index.html (Children's Internet Protection Act: Report on the Effectiveness of Internet Protection Measures and Safety Policies).

 

NOTICE: NO HARVESTING OR DICTIONARY ATTACKS ALLOWED
TOYFLOW WILL NOT GIVE, SELL, OR OTHERWISE TRANSFER ADDRESSES MAINTAINED BY TOYFLOW TO ANY OTHER PARTY FOR THE PURPOSES OF INITIATING, OR ENABLING OTHERS TO INITIATE ELECTRONIC MAIL MESSAGES EXCEPT AS AUTHORIZED BY APPROPRIATE TOYFLOW PERSONNEL OR POLICIES.  EXCEPT FOR PARTIES AUTHORIZED TO HAVE ADDRESSES MAINTAINED BY TOYFLOW, PERSONS MAY VIOLATE FEDERAL LAW IF THEY: (1) INITIATE THE TRANSMISSION TO TOYFLOW COMPUTERS OR DEVICES OF A COMMERCIAL ELECTRONIC MAIL MESSAGE (AS DEFINED IN THE U.S.  "CAN-SPAM ACT OF 2003") THAT DOES NOT MEET THE MESSAGE TRANSMISSION REQUIREMENTS OF THAT ACT; OR (2) ASSIST IN THE ORIGINATION OF SUCH MESSAGES THROUGH THE PROVISION OR SELECTION OF ADDRESSES TO WHICH THE MESSAGES WILL BE TRANSMITTED.

 

NOTICE REGARDING TRADEMARKS
The trademark “TOYFLOW” and all other trademarks used in the Site are owned or used under license by TOYFLOW and its affiliated organizations.  The names of third parties and their products mentioned may be their trademarks.  You may not use any of the above or other trademarks displayed on the Site.  All rights are reserved.

 

NOTICE REGARDING COPYRIGHT OWNERSHIP: © TOYFLOW, INC.  All rights reserved.
All content on the Site is subject to intellectual property rights, contractual or other protection.  The intellectual property rights are owned by us or our licensors.  No content may be copied, distributed, republished, uploaded, posted or transmitted in any way except as provided expressly in the Terms or with our prior express written consent.  Modification or use of the materials for any other purpose may violate intellectual property rights.

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