Terms of service

These Terms of Use ("Terms of Use") are a legal agreement between you and Horizon Brands, LLC (“Horizon Brands”, “we,” “us,” or “our”) governing your access and use of our Services, which include our Website. Capitalized terms not defined in these Terms of Use shall have the meaning set forth in the Privacy Policy.

By accepting these Terms of Use, accessing or using the Services, or otherwise manifesting your consent to these Terms of Use, you agree to be bound by these Terms of Use and our Privacy Policy (collectively, the “Agreement”). If you do not agree to (or cannot comply with) these Terms of Use, please do not access or use the Services.

If you accept or agree to this Agreement on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to the Agreement and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

CONTENT

Unless otherwise noted, all materials on the Website or provided via the Services, including text, images, illustrations, icons, photographs, video clips and other materials, and the copyrights, trademarks, service marks, trade dress and other intellectual property in such materials ("Content") are owned, controlled or licensed by Horizon Brands, its affiliates or subsidiaries. Content is provided solely for your personal, noncommercial use. No right, title or interest in downloaded Content is transferred to you as a result of any such downloading or copying. We, our affiliates and subsidiaries, and our respective licensors retain all right, title, and interest, including all intellectual property rights, in and to the Content. You may not reproduce (except for the limited purpose noted above), publish, transmit, distribute, display, modify, create derivative works from, sell or exploit Content in any way. We reserve the right to pursue all legal remedies for any commercial exploitation of Content.

The trademarks, service marks, and logos of Horizon Brands, its affiliates and subsidiaries (collectively, the “Horizon Brands Trademarks”) used and displayed on the Website are registered and unregistered trademarks or service marks of Horizon Brands, its affiliates and subsidiaries. Other company, product, and service names located on the Website may be trademarks or service marks owned by third parties (the “Third-Party Trademarks,” and, collectively with Horizon Brands Trademarks, the “Trademarks”). Nothing on the Website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of Horizon Brands Trademarks inures to our benefit. Elements of the Website are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

COMMENTS, SUGGESTIONS AND SUBMISSIONS

Although we encourage you to communicate with us, we do not want you to, and you should not, send us any personal information or content that contains confidential information. Any comments, suggestions, ideas, submissions or other communications submitted or offered to us ("Comments") will be and remain the property of Horizon Brands. Submission of Comments, whether via email, chat, postal mail, or otherwise, will constitute an assignment to Horizon Brands of all worldwide rights, title and interest to all intellectual property rights in Comments. We will be entitled to use, reproduce, disclose, publish and distribute Comments (or any part thereof, in edited or modified form) for any purpose whatsoever, without compensation to you. You represent and warrant that you have the legal right to grant and transfer to Horizon Brands all right, title and interest in and to the Comments.

RESTRICTIONS ON USE

The Services are only available for individuals aged 16 years or older. If you are 16 or older, but under the age of majority in your jurisdiction, you should review this Agreement with your parent or guardian to make sure that you and your parent or guardian understand it.

Additionally, by accessing and/or using the Services, you agree as follows:

• You will not upload, e-mail, transmit, provide, or otherwise make available any Comments that:

• infringe any copyright, trademark, right of publicity, or other proprietary rights of any person or entity;
• are defamatory, libelous, indecent, obscene, pornographic, sexually explicit, invasive of another’s privacy, promote violence or illegal activity, or contain hate speech (i.e., speech that attacks or demeans a group based on race or ethnic origin, religion, disability, gender, age, veteran status, and/or sexual orientation/gender identity); or
• disclose any sensitive information about another person, including that person’s e-mail address, postal address, phone number, credit card information, or any similar information.
• You will comply with all applicable laws in your use of the Services and will not use the Services for any unlawful purpose;
• You will not access or use the Services to collect any market research for a competing business;
• You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
• You will not interfere with, or attempt to interrupt the proper operation of, the Services through the use of any virus, device, information collection or transmission mechanism, software or routine, or access or attempt to gain access to any Content, data, files, or passwords related to the Services through hacking, password or data mining, or any other means;
• You will not decompile, reverse engineer, or disassemble any software or other products or processes accessible through the Services;
• You will not cover, obscure, block, or in any way interfere with any advertisements and/or safety features on the Services;
• You will not use any robot, spider, scraper, or other automated means to access the Services for any purpose without our express written permission;
• You will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure;
• You will not remove or modify any proprietary markings or restrictive legends placed on the Services; and
• You will not introduce, email, upload, or introduce to the Services any Harmful Code. As used herein, “Harmful Code” means computer code, programs, or programming devices that are intentionally designed to disrupt, modify, access, delete, damage, deactivate, disable, harm, or otherwise impede in any manner, including aesthetic disruptions or distortions, the operation of the Services, or any other associated software, firmware, hardware, computer system, or network (e.g., “Trojan horses,” “viruses,” “worms,” “time bombs,” “time locks,” “devices,” “traps,” “access codes,” or “drop dead” or “trap door” devices) or any other harmful, malicious, or hidden procedures, routines or mechanisms that would cause the Services to cease functioning or to damage or corrupt data, storage media, programs, equipment, or communications, or otherwise interfere with the operations of the Services, including the Services.

We reserve the right, in our sole and absolute discretion, to deny you access to the Services, or any portion thereof, without notice, and to remove any Comments or other content that does not adhere to these restrictions on use.

DISCLAIMER

THE SERVICES AND ALL CONTENT AND OTHER INFORMATION ON OR ACCESSIBLE FROM OR THROUGH THE WEBSITE ARE PROVIDED BY HORIZON BRANDS ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SECURITY OR ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, HORIZON BRANDS DOES NOT WARRANT THAT: (1) THE SERVICES AND CONTENT IS CORRECT, ACCURATE OR RELIABLE; (2) THE FUNCTIONS CONTAINED OR PROMISED TO BE CONTAINED IN THE SERVICES AND/OR THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE; OR (3) DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: (I) WE SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR INTERRUPTION RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE SERVICES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (II) ANY DIRECT DAMAGES, NOT ATTRIBUTABLE TO PERSONAL INJURIES, THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE SERVICES OR THE CONTENT SHALL BE LIMITED TO ONE HUNDRED UNITED STATES DOLLARS (US $100). SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF CERTAIN LIABILITIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU.

NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY RIGHTS THAT APPLY TO YOU.

INDEMNIFICATION

You shall indemnify, defend, and hold harmless Horizon Brands, its affiliates, and its and their respective officers, managers, partners, employees, and agents from and against any and all losses, civil penalties, liabilities, damages, judgments, costs, and expenses, including reasonable attorney’s fees and court costs incurred in connection with any proceeding, claim, or action arising out of or related to your breach of this Agreement or applicable law in your use or misuse of the Services or the Content; and/or (iii) your violation of any third-party rights, including without limitation any copyright, trademark, property, publicity, or privacy right.

BINDING ARBITRATION

In the event of a dispute arising under or relating to this Agreement (each, a “Dispute”), such dispute will be finally and exclusively resolved by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those rules, or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS Website www.jamsadr.com. Each party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the United States county where you reside. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth below, nothing in this Agreement will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.

CLASS ACTION WAIVER

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

EQUITABLE RELIEF

You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. All such claims or disputes arising out of or in connection with this Agreement shall be heard exclusively by any of the federal or state courts of competent jurisdiction located in the State of New York.

CHOICE OF LAW

This Agreement will be construed in accordance with the laws of the State of California, without regard to any conflict of laws provision.

The Website is based in the United States. We make no claims concerning whether the Website is accessible, or whether Content may be downloaded, viewed, or be appropriate for use outside of the United States. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

MISCELLANEOUS

Waiver of any of the Terms of Use will not be deemed a waiver of any other Terms of Use or of our right to require strict adherence to any Terms of Use at any time. If any Terms of Use are deemed unenforceable or invalid for any reason, that provision will be severable from remaining provisions, which will remain in full force and effect. These Terms of Use constitute the entire agreement between us relating to your use of this Website.

These Terms of Use are effective as of the last updated date stated at the top. We may change these Terms of Use from time to time. Any such changes will be posted on the Website. By accessing the Services after we make any such changes to these Terms of Use, you are deemed to have accepted such changes. Please refer back to these Terms of Use on a regular basis.