Terms of Service

Proprietary Rights

As between you and us, we or our licensors, as applicable, own, solely and exclusively, all rights, title and interest in and to the Web Site, all the content (including, without limitation, text, photographs, graphics, audio, visual and audiovisual content) other than Submitted Materials (as defined below), code, data and materials thereon, the look and feel, design and organization of the Web Site, and the compilation of the content, code, data and materials on the Web Site, including but not limited to any copyrights, trademark rights, patent rights, database rights, moral rights, sui generis rights and other intellectual property and proprietary rights therein. Your use of the Web Site does not grant to you ownership of any content, code, data or materials you may access on or through the Web Site.

Collection of Information

Happy Sandbox does not collect personal information without your knowledge during your visit to our Web sites. However, we do at times ask that you provide us with personal information while online. The type of information we collect typically, but not always, corresponds directly with the service you request. As a visitor, the personal information you provide may also be used to improve the usability of, and information available on, our sites. In other words, at times we will ask you for more information, beyond just your name and contact information, than is needed to facilitate our response to your specific request. Your provision of such additional information is your acknowledgement that you consent to our use of such information to better serve you, our visitor, and others coming to our sites. Happy Sandbox will not sell, lease or rent its mailing list or any of your confidential information to any outside organization or individual. However, we may need to disclose personal information as required by law, such as a law, regulation, court order, subpoena, search warrant, in the course of a legal proceeding or in response to a law enforcement agency request, to enforce our Terms of Service, or site rules; or to protect the safety and security of our visitors and our sites.

Restrictions on Use of Our Online Materials

All materials contained in the Happy Sandbox site ("Online Material") are the copyrighted property of Happy Sandbox. All trademarks, service marks, and trade names are proprietary to Happy Sandbox. No Online Material from our Web sites may be copied, reproduced, republished, uploaded, posted, transmitted, or distributed in any way, except that you may download one copy of the materials on any single computer for your personal, noncommercial home use only, provided that you 1) retain all copyright, trademark and propriety notices, 2) you make no modifications to the materials, 3) you do not use the materials in a manner that suggests an association with any of our products, or services, and 4) you do not download quantities of materials to a database, server, or personal computer for reuse for commercial purposes. You may not, however, copy, reproduce, republish, upload, post, transmit or distribute our Online Material in any way or for any other purpose unless you get our written permission first. Neither may you add, delete, distort or misrepresent any content on the Happy Sandbox site. Any attempts to modify any Online Material, or to defeat or circumvent our security features is prohibited. Everything you download, any software, plus all files, all images incorporated in or generated by the software, and all data accompanying it, is considered licensed to you by Happy Sandboxy or third-party licensors for your personal, non-commercial home use only. We do not transfer title of the software to you. That means that we retain full and complete title to the software and to all of the associated intellectual-property rights. You're not allowed to redistribute or sell the material or to reverse-engineer, disassemble or otherwise convert it to any other form that people can use.

Submitting Your Online Material to Us

All remarks, suggestions, ideas, graphics, comments, or other information that you send to Happy Sandbox through our sites (other than information we promise to protect under our Privacy Policy), becomes and remains our property, even if this agreement is later terminated. That means that we don't have to treat any such submission as confidential. You can't sue us for using ideas you submit. If we use them, or anything like them, we don't have to pay you or anyone else for them. We will have the exclusive ownership of all present and future rights to submissions of any kind. We can use them for any purpose we deem appropriate to Happy Sandbox, without compensating you or anyone else for them. You acknowledge that you are responsible for any submission you make. This means that you (and not we) have full responsibility for the message, including its legality, reliability, appropriateness, originality, and copyright. Unless specifically requested, we do not solicit nor do we wish to receive any confidential, secret or proprietary information from you through the Web Site, by e-mail or in any other way. Any information, creative works (including, without limitation, text, photographs, graphics, audio, visual and audiovisual content), demos, ideas, suggestions, concepts, methods, systems, designs, plans, techniques or other materials submitted or sent to us (including, for example and without limitation, that which you submit or post to our chat rooms, message boards, review/ratings boards and/or our blogs, or send to us via e-mail) ("Submitted Materials") will be deemed not to be confidential or secret, and may be used by us in any manner consistent with the Privacy Policy. Prior to submitting any Submitted Materials, you must register with this Web Site and provide your User Information. By submitting or sending Submitted Materials to us, you: (i) represent and warrant that the Submitted Materials are not confidential or secret, and no confidential or fiduciary relationship is intended or created between you and us in any way, (ii) represent and warrant that the Submitted Materials are original to you, that no other party has any rights thereto, and that any "moral rights" in Submitted Materials have been waived, and (iii) you grant us and our affiliates, and our respective licensors, licensees, distributors, vendors, partners, agents, representatives, and other authorized users (collectively, "Representatives") a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive and fully transferable, assignable and sublicensable right and license to use, copy, reproduce, modify, adapt, print, publish, translate, create derivative works from, distribute, perform and display such material (in whole or part) and/or to incorporate it in other works in any form, media, or technology now known or later developed, including for promotional and/or commercial purpose, and to authorize others to do so. We cannot be responsible for maintaining any Submitted Materials that you provide to us, nor are we responsible for any information included in any Submitted Materials (for example, without limitation, a blog post or any comments to blog(s) created or posted by users), and we may delete or destroy any such Submitted Materials at any time. To the extent that any Submitted Materials submitted by you contain original songs or recordings, you hereby represent that you are a member of ASCAP, BMI, SESAC or any other applicable performing rights society and that all musical compositions (including lyrics) contained in such Submitted Materials are available for licensing to us and our affiliates (and our Representatives) directly from such societies. Notwithstanding the foregoing, regardless of whether you are a member of any performing rights society, you hereby grant us and our affiliates (and our Representatives) a perpetual, non-exclusive and irrevocable license to publicly perform each and every musical composition (including lyrics) contained in such Submitted Materials. To the extent that we solicit Submitted Materials through features or activities on the Web Site (including, without limitation, games, sweepstakes, contests, promotions and public forums) that require the use of our and/or our licensor's copyrighted works (in whole or in part), we hereby grant you a non-exclusive license to create a derivative work using our copyrighted works (in whole or in part); provided however, that such license shall be conditioned upon your assignment of all rights in the work you create to us or our licensor, as applicable. If such rights are not assigned to us and/or our licensor, as applicable, your license to create material using our copyrighted works (in whole or in part) shall be null and void. You agree to the foregoing grant of rights, consents, agreements and assignments whether or not your Submitted Materials are used by us. You hereby appoint us as your agent with full power to enter into and execute any document and/or do any act we may consider appropriate to confirm the grant of rights, consents, agreements, assignments and waivers set forth in these Terms and Conditions.
If you submit a photograph or video, you also agree to, represent and warrant the following: (i) you have the rights necessary to authorize us and our affiliates (and our Representatives) to use such photograph or video as permitted by these Terms and Conditions; (ii) you authorize us and our affiliates (and our Representatives) to use such photograph or video as permitted by these Terms and Conditions; (iii) you have obtained the necessary permissions, if any, for us and our affiliates (and our Representatives) to use such photograph or video in accordance with the Terms and Conditions; and (iv) such photograph or video has not been manipulated or altered in any manner so as to distort or misrepresent any individual or thing depicted in it.

Your Responsibility for Your Content

We may review content to determine whether it is illegal or violates our policies, and we may remove or refuse to display content that we reasonably believe violates our policies or the law. But that does not necessarily mean that we review content, so please don't assume that we do. Happy Sandbox respects the intellectual property rights of others and expects its users to do the same. It is Happy Sandbox's policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who infringe or are charged with infringing the copyrights or other intellectual property rights of others. Happy Sandbox values and respects the rights of third party creators and content owners, and expects you to do the same. You therefore agree that any User Content that you post to the Service does not and will not violate any law or infringe the rights of any third party, including without limitation any Intellectual Property Rights (defined below), publicity rights or rights of privacy. It is important that you understand that you are in the best position to know if the materials you post are legally allowed. When we refer to "Intellectual Property Rights" in these Terms, we mean all patent rights; copyright rights; moral rights; rights of publicity; trademark, trade dress and service mark rights, etc.

Monitoring Online Postings

Happy Sandbox may, from time to time, make messaging services, chat services, bulletin boards, message boards, photo galleries, blogs, user review and ratings forums, other forums and other such services and features available on or through the Web Site to which you may have the opportunity to provide or submit Submitted Materials. In addition to any other rules or regulations that we may post in connection with a particular service or feature, and in addition to the rest of the Terms and Conditions, you represent, warrant and agree that you shall not upload, post, transmit, distribute or otherwise publish through the Web Site or any service or feature made available on or through the Web Site, any materials which are, do, or could reasonably be construed to be or do any of the following: restrict or inhibit any other user from using and enjoying the Web Site or the Web Site's services; are fraudulent, unlawful, threatening, abusive, harassing, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, or that threatens or invites violence, or that is derogatory of others on the basis of gender, race, ethnicity, national origin, religion, sexual preference or disability; constitute or encourage conduct that would constitute a criminal offense, give rise to potential civil liability or otherwise violate any local, state, national or international law; violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, trade secret, confidentiality, contract, patent, rights of privacy or publicity or any other proprietary right; contain a virus, spyware, or other harmful component; contain embedded links, advertising, chain letters or pyramid schemes of any kind; constitute or contain false or misleading indications of origin, endorsement or statements of fact; or contain sensitive, proprietary or confidential information about yourself or others. Except as may be expressly permitted in connection with one of the Web Site's services, you also may not offer to buy or sell any product or service on or through your Submitted Materials. We will not accept responsibility for any information included in any Submitted Materials created or posted by users. You alone are responsible for the content and consequences of any and all of your activities and you submit Submitted Materials at your own risk.

Prohibited User Conduct

You warrant and agree that, while using the Web Site and the various services and features offered on or through the Web Site (including, for example and without limitation, blogs, Podcasts, RSS feeds, video players, photo galleries, chat rooms and other public or open forums), you shall not: (a) impersonate any person or entity, whether actual or fictitious, including anyone from the Happy Sandbox or its affiliates, or misrepresent your affiliation with any other person or entity; (b) insert your own or a third party's advertising, branding or other promotional content into any of the Web Site's content, materials or services (for example, without limitation, in an RSS feed or a Podcast received from the Happy Sandbox or otherwise through the Web Site), or use, redistribute, reuse, republish, repurpose or otherwise exploit such content or service for any purpose or reason, including without limitation, further commercial or promotional purposes; or (c) attempt to gain unauthorized access to other computer systems through the Web Site. You also shall not and, by your use of the Web Site, represent and warrant that you are not: engaging in spidering, "screen scraping," "database scraping," harvesting of e-mail addresses, wireless addresses or other contact or personal information, or any other automatic means of obtaining lists of users or other information from the Happy Sandbox, including without limitation any information residing on any server or database connected to the Web Site or the services offered on or through the Web Site; obtaining or attempting to obtain unauthorized access to computer systems, materials or information through any means; using the Web Site or the Web Site's services or features in any manner with the intent to interrupt, damage, disable, overburden, or impair the Web Site or such services or features, including, without limitation, sending mass unsolicited messages or "flooding" servers with requests; removing, concealing, editing or otherwise altering any trademark, copyright or other proprietary rights notice or any other mark or source identifier included in any content or features made available on or through the Web Site (for example, without limitation, in any Podcast, photograph or text); using the Web Site or the Web Site's services or features in violation of the Happy Sandbox's or any third party's intellectual property or other proprietary, privacy or legal rights; using the Web Site or the Web Site's services in violation of any applicable law; attempting (or encouraging or supporting anyone else's attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Web Site or the Web Site's services, or any content thereof, or make any unauthorized use thereof; using the Web Site in any manner that could damage, disable, overburden, or impair the Web Site or interfere with any other party's use and enjoyment of the Web Site or any of its services; or obtaining or attempting to obtain any materials or information through any means not intentionally made publicly available or provided for through the Web Site.

We reserve the right, but does not have an obligation, to monitor and/or to review all materials posted to the Web Site or through the Web Site's services or features by users, and Happy Sandbox is not responsible for any such materials posted by users. Happy Sandbox is not responsible for any failure to monitor, review and/or delete any materials posted to the Web Site or through the Web Site's services or features by users. However, Happy Sandbox reserves the right at all times to disclose any information as necessary or advisable to satisfy any law, regulation or government request; and to edit, to refuse to post or to remove any information or materials, in whole or in part, that, in the Happy Sandbox's sole discretion, are objectionable or in violation of these Terms and Conditions, Happy Sandbox's policies or applicable law or for any reason whatsoever. We may also impose limits on certain features of the forums or restrict your access to part or all of the forums without notice or penalty if we believe you are in breach of the guidelines set forth in our Terms and Conditions or in violation of applicable law, or for any other reason without notice or liability.

Linking to the Web Site

You agree that if you include a link from any other web site to the Web Site, such link shall link to the full version of an HTML formatted page of this Web Site. You are not permitted to link directly to any image hosted on the Web Site or our services, such as using an "in-line" linking method to cause the image hosted by us to be displayed on another web site. You agree not to link from any other web site to this Web Site in any manner such that the Web Site, or any page of the Web Site, is "framed," surrounded or obfuscated by any third party content, materials or branding. We reserve all of our rights under the law to insist that any link to the Web Site be discontinued, that the link open in a new browser window, and/or to revoke your right to link to the Web Site from any other web site at any time upon written notice to you.

Indemnification

By submitting or posting any User Information, photograph, video, and/or Submitted Materials or by using the Web Site you acknowledge and agree that, in the event that it becomes necessary or advisable for us to defend ourselves, in a court of law or otherwise, with respect to any such User Information, photograph, video, and/or Submitted Materials, or you engage in any prohibited conduct, as described below, we may rely on your representations and warranties contained herein. You agree to defend, indemnify and hold Happy Sandbox, its affiliates and Representatives and each of their respective directors, officers, employees and agents harmless from any and all claims, liabilities, costs and expenses, including reasonable attorneys' fees and other costs of enforcing these Terms and Conditions, arising in any way from your use of the Web Site, your placement or transmission of any message, content, information, software or other materials on or through the Web Site, or your breach or violation of the law or of these Terms and Conditions. Happy Sandbox reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and in such case, you agree to cooperate with Happy Sandbox's defense of such claim and to reimburse Happy Sandbox for the reasonable costs and expenses thereof.

Limitation of Liability

HAPPY SANDBOX WILL NOT BE LIABLE FOR ANY DAMAGES OR INJURY THAT ACCOMPANY OR RESULT FROM YOUR USE OF ANY OF ITS SITES.
THESE INCLUDE (BUT ARE NOT LIMITED TO) DAMAGES OR INJURY CAUSED BY ANY:
USE OF (OR INABILITY TO USE) THE SITES
USE OF (OR INABILITY TO USE) ANY SITE TO WHICH YOU HYPERLINK FROM OUR SITES
FAILURE OF OUR SITES TO PERFORM IN THE MANNER YOU EXPECTED OR DESIRED
CONTENT ON OUR SITES
ERROR ON OUR SITES
OMISSION ON OUR SITES
INTERRUPTION OF AVAILABILITY OF OUR SITES
DEFECT ON OUR SITES
DELAY IN OPERATION OR TRANSMISSION OF OUR SITES
COMPUTER VIRUS OR LINE FAILURE
PLEASE NOTE THAT WE ARE NOT LIABLE FOR ANY DAMAGES, INCLUDING:
DAMAGES INTENDED TO COMPENSATE SOMEONE DIRECTLY FOR A LOSS OR INJURY
DAMAGES REASONABLY EXPECTED TO RESULT FROM A LOSS OR INJURY (KNOWN IN LEGAL TERMS AS "CONSEQUENTIAL DAMAGES.")
OTHER MISCELLANEOUS DAMAGES AND EXPENSES RESULTING DIRECTLY FROM A LOSS OR INJURY (KNOWN IN LEGAL TERMS AS "INCIDENTIAL DAMAGES.")
WE ARE NOT LIABLE EVEN IF WE'VE BEEN NEGLIGENT OR IF OUR AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITIY OF SUCH DAMAGES OR BOTH.EXCEPTION: CERTAIN STATE LAWS MAY NOT ALLOW US TO LIMIT OR EXCLUDE LIABILITY FOR THESE "INCIDENTAL" OR "CONSEQUENTIAL" DAMAGES. IF YOU LIVE IN ONE OF THOSE STATES, THE ABOVE LIMITATION OBVIOUSLY WOULD NOT APPLY WHICH WOULD MEAN THAT YOU MIGHT HAVE THE RIGHT TO RECOVER THESE TYPES OF DAMAGES. HOWEVER, IN ANY EVENT, OUR LIABILITY TO YOU FOR ALL LOSSES, DAMAGES, INJURIES, AND CLAIMS OF ANY AND EVERY KIND (WHETHER THE DAMAGES ARE CLAIMED UNDER THE TERMS OF A CONTRACT, OR CLAIMED TO BE CAUSED BY NEGLIGLENCE OR OTHER WRONGFUL CONDUCT, OR THEY'RE CLAIMED UNDER ANY OTHER LEGAL THEORY) WILL NOT BE GREATER THAN THE AMOUNT YOU PAID TO ACCESS OUR SITES.

Termination of This Agreement

Happy Sandbox may terminate, change, suspend or discontinue any aspect of the Web Site or the Web Site's services (including, without limitation, content, features or hours of availability), at any time and for any reason. Happy Sandbox may restrict, suspend or terminate your access to the Web Site and/or its services if we believe you are in breach of our terms and conditions or applicable law, or for any other reason without notice or liability. If we have banned you from the Web Site or any of the services on or available through the Web Site, you may not return to the Web Site for any reason or in any manner. Once you have been banned from use of the Web Site, you may not thereafter use the Web Site under a new username or identity. In the event that you do return, or attempt to return, to the Web Site or a particular service after you have been banned, you will be deemed to have breached these Terms and Conditions, and Happy Sandbox reserves the rights to obtain reimbursement from you for any costs and expenses incurred to enforce these Terms and Conditions and otherwise to pursue all rights and remedies available to it at law or in equity with respect to such breach. Happy Sandbox maintains a policy to terminate the Web Site use privileges of users who repeatedly infringe the intellectual property rights of others (including those of Happy Sandbox).

Applicable Laws

We control and operate the Web Site from our offices in the United States of America. We do not represent that materials on the Web Site are appropriate or available for use in other locations. Persons who choose to access the Web Site from other locations do so on their own initiative, and are responsible for compliance with local laws, if and to the extent local laws are applicable. All parties to these terms and conditions waive their respective rights to a trial by jury.

Changes to Terms and Conditions

Happy Sandbox reserves the right, at its sole discretion, to change, modify, add or remove any portion of the Terms and Conditions, in whole or in part, at any time. Changes in the Terms and Conditions will be effective when posted. Your continued use of the Web Site and/or the services made available on or through the Web Site after any changes to the Terms and Conditions are posted will be considered acceptance of those changes.

Miscellaneous

The Terms and Conditions, and the relationship between you and us, shall be governed by the laws of the State of Washington, United States of America, without regard to conflict of law provisions. You agree that any cause of action that may arise under the Terms and Conditions shall be commenced and be heard in the appropriate court in the State of Washington, County of Snohomish, United States of America. You agree to submit to the personal and exclusive jurisdiction of such courts. Our failure to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of the Terms and Conditions is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms and Conditions remain in full force and effect.

This Terms and Conditions of Use was last updated on April 12, 2012.