Sprout Channel Cubby™ Terms of Use

We know parents are busy, so what follows is a brief summary of the rules for your family’s use of the Sprout Channel Cubby™, including any content, functionality, and services offered on or through the Sprout Channel Cubby™ and SproutChannelCubby.com (“Website”). In order to access and use all feature of the Sprout Channel Cubby™ and the Website, it is necessary for you to agree to all of the following terms and conditions.

All of the applications (“Apps”), games, activities, recipes, and other features on the Sprout Channel Cubby™ are here for you and your preschooler to enjoy are designed to help you learn, share, and be inspired. Features that are directed to parents and legal guardians are for parents and legal guardians only.

As between you and Sprout, all of the elements of the Sprout Channel Cubby™ and the Website, including the features, activities, content, and software, are the sole property of Sprout (or its licensors) and may be used by you only for your personal, noncommercial use.

Anything you submit to Sprout via the Sprout Channel Cubby™ or Website, including your family’s photographs and artwork, may be used by Sprout anywhere, at any time, including on SproutOnline.com, any other Sprout website, Sprout Apps, Sprout television programming, and in promotional materials. This means that your family’s creations could be on TV! However, Sprout does not intend to disclose materials that you save on your Sprout Channel Cubby™ to be available only on your Sprout Channel Cubby™.

We would like your family’s experience with the Sprout Channel Cubby™ to be safe, educational, and user-friendly. If you ever see something on the Sprout Channel Cubby™ that does not meet those expectations, please let us know by email at support@sproutchannelcubby.com. We strive to provide a positive and fun experience for families.

Keep reading…

Sprout is an entity of Children’s Network, LLC (“Sprout”). Your use of the Sprout Channel Cubby™ and the Website is expressly conditioned on your acceptance of and agreement to this Terms of Use Agreement (the “Agreement”). This Agreement sets forth the terms and conditions which apply to your use of the Sprout Channel Cubby™ and the Website. By using the Sprout Channel Cubby™ or the Website, you agree to abide by this Agreement. In addition, when using specific services or features, you agree to abide by any guidelines or rules posted in connection with such services or features, all of which are hereby incorporated by reference into this Agreement. If you do not agree with any posted guidelines or rules, or with any part of this Agreement, you must not use the Sprout Channel Cubby™ or the Website. Sprout reserves the right to change, amend, or otherwise alter this Agreement at any time by posting the modified terms and conditions on the Sprout Channel Cubby™ or on SproutChannelCubby.com. Such modifications shall become effective upon posting, and Sprout will notify you of such modifications. Your continued use of the Sprout Channel Cubby™ and Website following the posting of any modifications to this Agreement means that you accept and agree to abide by such modifications. If you do not comply with this Agreement at all times when using the Sprout Channel Cubby™ or Website, Sprout reserves the right to restrict your access to certain features on the Sprout Channel Cubby™ or Website. Users who are under 18 years old may not use the areas of the Sprout Channel Cubby™ or the Website directed only to parents or legal guardians. Users who are under 18 years old may use the areas of the Sprout Channel Cubby™ and Website not directed only to parents or legal guardians provided a parent or legal guardian consents to such user’s use of the Sprout Channel Cubby™ and Website, assumes the obligations provided in this Agreement, and assumes full responsibility for such user’s use of the Sprout Channel Cubby™ and Website. If you are the parent or legal guardian of a user of the Sprout Channel Cubby™ or Website who is under 18 years old, you consent to such user’s use of the Sprout Channel Cubby™ and Website, assume the obligations provided in this Agreement, and assume full responsibility for such user’s use of the Sprout Channel Cubby™ and Website.

Use of the Sprout Channel Cubby™

By using the Sprout Channel Cubby™ or the Website, you agree that:

  1. Your use of the Sprout Channel Cubby™ or Website, including, without limitation, any of the elements or content, is solely for your own noncommercial use and benefit.
  2. You will not submit, post, upload, distribute, or otherwise make available any Submission (as defined below) that contains, in the opinion of Sprout: (1) personal information about another person; (2) unlawful, harassing, libelous, defamatory, abusive, threatening, harmful, vulgar, obscene, indecent, profane, lewd, lascivious, filthy, excessively violent, offensive, or otherwise objectionable, inappropriate, or unlawful material; (3) material that could harm minors; (4) any material that infringes any intellectual property or other proprietary rights of any person or entity, or any right of any person or entity; or (5) any information intended to promote and/or generate revenue for any third party business activity.
  3. You have all necessary rights, including, but not limited to, intellectual and other proprietary rights, in and to all Submissions you provide and all materials they contain.
  4. You will not delete any legal notices, proprietary notices (including trademark or copyright symbols), or disclaimers, or modify any logos that you do not own or have written permission to modify.
  5. You will not impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity, including, but not limited to, by using another person’s username, password, name, likeness, voice, or photograph. You will not submit any personal information to Sprout about yourself or others, that is not accurate and truthful.
  6. You will not use the Sprout Channel Cubby™ or Website for any harmful or unlawful purpose, including engaging in (or attempting to engage in) any criminal activity including, but not limited to, child pornography, stalking, sexual assault, fraud, harassment, and conspiracy to commit any criminal activity. You agree that your use of the Sprout Channel Cubby™ or Website will not harm minors in any way.
  7. You will not submit, post, upload, distribute, or otherwise make available any material that may contain a computer virus or other harmful material, or otherwise impair, interrupt, destroy or limit the functionality of any computer software, hardware, or telecommunications equipment.
  8. You will not attempt to gain unauthorized access to Sprout’s computer systems. You recognize that not all areas of the Sprout Channel Cubby™ or Website may be available to you.
  9. If you do not agree with the terms of this Agreement, you will not use the Sprout Channel Cubby™ or Website.

Sprout cannot and does not guarantee that other Sprout Channel Cubby™ or Website users will comply with the rules above. Sprout reserves the right to change the Sprout Channel Cubby™ and Website, or delete content or features in the Sprout Channel Cubby™ or on the Website at any time, in any way, for any or no reason.

Proprietary Rights

Title and intellectual property rights for the Sprout Channel Cubby™ and content on the Sprout Channel Cubby™ and Website are owned by Children’s Network, LLC, its agents, suppliers, or affiliates or their licensors or otherwise by the owners of such material and are protected by copyright laws and treaties. Trademarks, trade names, service marks, copyrights, and logos of Children’s Network, LLC, including, without limitation, “Sprout,” the Sprout Channel Cubby™ name, SproutOnline.com name, “The Goodnight Show,” “The Sharing Show,” “Noodle and Doodle”, and “The Sunny Side Up Show®”may not be used or copied in any manner without the express prior written consent of Sprout or except as specifically provided herein. All other trademarks, trade names, service marks, copyrights, and logos appearing on the Sprout Channel Cubby™ or Website are the property of their respective owners. Except as specifically provided herein, the copying, redistribution, reselling, or publication of any part of the Sprout Channel Cubby™ or Website without express prior written consent from Children’s Network, LLC or other owner of such material is prohibited. In particular, except as specifically provided herein, Sprout prohibits the use, copying, distribution, transmission, display, performance, creation of derivative works, or exploitation in any form or manner of any and all content on the Sprout Channel Cubby™ or Website (which includes, without limitation, any and all articles, text, graphics, logos, advertisements, video clips, music clips, still photographs, and software) without Sprout’s express prior written consent. Further, the computer code that Sprout creates for its Sprout Channel Cubby™ and Website is protected by copyright and any copying or adapting of such code is strictly prohibited. Sprout hereby grants you a personal, non-exclusive, non-assignable, non-sublicensable, and non-transferable limited license to use and display, for your noncommercial and personal use only, one copy of any content that you are authorized to download from the Sprout Channel Cubby™, including, without limitation, any files, codes, audio, or images incorporated in or generated by software on the Sprout Channel Cubby™, provided that you maintain all copyright and other notices contained in such material.

Registration

To access certain areas or features of the Sprout Channel Cubby™ and Website, parents and legal guardians are asked to register and to provide Sprout with certain information about themselves. By registering, you hereby represent, warrant, and covenant that: (i) you have the power and authority to enter into this Agreement; and (ii) you are at least eighteen (18) years old. For information about our privacy practices for Sprout Channel Cubby™ and the Website, click here for the Privacy Policy. You are responsible for providing Sprout with true, accurate, and updated information about yourself. If you provide any information that is untrue or inaccurate, or which Sprout reasonably believes is untrue or inaccurate, Sprout reserves the right to suspend or terminate your use of certain areas of features of the Sprout Channel Cubby™ or the Website.

Parents and legal guardians who register their own account may establish sub-accounts for their children. By registering an account for a child, you represent and warrant that you are the parent or legal guardian of that child and thereafter for the duration of the existence of that account. If your status changes and you are no longer the parent or legal guardian of that child, you must delete the child’s account. It is your responsibility to read and evaluate all of the content and Internet sites and pages you are selecting for your child. It is your responsibility to review the data collection practices, privacy policies and terms of use of those sites and make the decision about what is right for your child and his or her safety online. Parents are strongly encouraged to participate in their children's online activities and monitor their children’s use of the Sprout Channel Cubby™ or the Website, the Internet and engagement in electronic communication generally. Sprout is not responsible for monitoring your Child’s activities online.

You shall not use a password that Sprout, in its sole discretion, deems offensive or inappropriate. Sprout reserves the right to deny creation of your account based on Sprout’s inability to verify the authenticity of your registration information. You shall be solely responsible for maintaining the confidentiality of your password and shall not share your password with third parties. You shall immediately email us at support@sproutchannelcubby.com to notify us of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password. You are fully responsible for all usage and activity on your or your Child’s Sprout account, including, but not limited to, use of the account by any third party authorized by you to use your password. You may terminate your account at any time, either directly through the Sprout Channel Cubby™ or by contacting us at support@sproutchannelcubby.com. Notwithstanding anything else herein, Sprout reserves the right to pursue any and all claims against any user of your account. You agree to maintain only one parental Sprout Channel Cubby account at any time.

Submissions

If you send, submit, upload, post, or otherwise make available submissions to Sprout via the Sprout Channel Cubby™ or Website, including, without limitation, contest or sweepstakes entries, digital artworks, photographs, videos, your Child’s original work in the form of a birthday card, craft or other creative entry including, without limitation, any accompanying drawing, photograph, voice, actions, likeness, child’s first name, child’s age, and child’s city and state of residence, or unsolicited creative ideas, suggestions, or materials (each a “Submission” and collectively, the “Submissions”), you agree that none of the Submissions shall be subject to any obligation of confidence on the part of Sprout. Please be advised that Submissions do not necessarily reflect the views of Sprout.

In consideration of the opportunity to have your Submission considered for publication or broadcast on the SproutOnline.com Website, any other Sprout website, App, or online service, and/or television programming of Sprout, you hereby warrant and represent that your Submission is the original creation of you and/or your Child or that you have a valid and enforceable license from all creators of such materials and all persons identified in your Submission (your “Licensors”) to use and sublicense such materials herein, and, for yourself and on behalf of your Child and your Licensors, and your and their respective heirs, executors, administrators, successors, and assigns, you hereby: (i) agree that any physical copy of your Submission shall be deemed, and shall remain, the property of Sprout; (ii) grant to Sprout and its licensees, designees, assignees, parents, subsidiaries and affiliates, and their respective employees, agents, representatives, officers and directors (collectively “Releasees”), a non-exclusive, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable, transferable, worldwide license to use, reproduce, distribute, publicly display and perform, modify, and create derivative works from such Submission, including without limitation all video, photographs, artwork, likenesses, trademarks, voices, names, ages, and addresses, and all intellectual property and other proprietary rights included therein, in any and all media now known or hereafter developed and for all purposes, including without limitation, to publicize, promote, or advertise Releasees’ businesses or programming services, and without notice or attribution to you or any other person or entity and without obtaining any further permission or license or making any payment whatsoever, but acknowledge that Releasees have no obligation to use your Submission; and (iii) waive all copyright, trademark, right of publicity or privacy, and all other claims or causes of action against Releasees for exercising these rights. You agree to indemnify and hold harmless and, at Releasees’ request, to defend Releasees from any and all claims, actions, lawsuits, liabilities, and expenses arising out of or relating to their use of the Submission, and you further agree that Releasees shall not be liable for any use or disclosure of the Submission, and hereby waive any claim against Releasees as a result of the use or disclosure of the Submission. You agree that you shall not be entitled for any reason to terminate or rescind this license and release, nor to enjoin, restrain, or otherwise impair the exercise of any rights and privileges granted hereunder, nor to enjoin or otherwise impair the property, assets, programming, or productions of Releasees or the development, production, exhibition, or exploitation of the Submission or any portion or modification thereof in advertising, publicity, or promotions in connection therewith. You acknowledge and agree that neither your Child, your Licensors, nor you will be paid any money or other compensation for granting this license/release, and that this license/release shall be governed by the laws of the United States and the Commonwealth of Pennsylvania and any action related hereto shall be heard exclusively in the state or federal courts in Philadelphia County, Pennsylvania. You hereby certify that your Submission includes no personally identifiable information about any child under the age of thirteen (13) without the consent of the child’s parent or legal guardian, and acknowledge that Sprout has requested no such information without such consent. YOU HEREBY WARRANT AND REPRESENT THAT YOU READ AND UNDERSTOOD THIS LICENSE/RELEASE, NO ORAL OR WRITTEN REPRESENTATIONS TO THE CONTRARY HAVE BEEN MADE TO YOU, AND YOU AGREE TO THIS LICENSE/RELEASE ON BEHALF OF YOUR CHILD. Notwithstanding anything to the contrary in this paragraph, Sprout does not intend to disclose any Submissions you submit, post, upload, or otherwise make available only on your Sprout Channel Cubby™.

Sprout reserves the right, in its sole discretion, to delete, take down, or refuse to post or otherwise make public any Submissions. Without limitation of the foregoing, Sprout shall have the right to use and change the Submissions in any manner that Sprout may determine. You acknowledge that Sprout may or may not pre-screen Submissions, but Sprout and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any Submissions. Sprout may, in its sole discretion, monitor the Submissions of all users, but Sprout cannot be responsible for the views or opinions expressed. Sprout neither endorses the contents of any user communications or Submissions nor assumes responsibility for any material contained therein, any infringement of any intellectual property rights arising therefrom, or any crime facilitated thereby. Sprout may delete or terminate, in its sole discretion, any and all information, communication(s), and/or Submissions, at any time, without notice, for any reason, including without limitation, online conduct that it believes is harmful to other users, the business of Sprout, its affiliates, or other third-party information providers, or for conduct that violates this Agreement or other policies or guidelines set out by Sprout elsewhere on the Sprout Channel Cubby™, on Sprout websites or Apps, or other Sprout online services.

Contests, Sweepstakes, and Other Activities

Sprout provides Official Rules for certain activities on the Sprout Channel Cubby™ or the Website, including without limitation, contests, sweepstakes, and giveaways and in conjunction with third parties. You agree that both the provisions of this Agreement and the provisions contained in the Official Rules for the activity in which you are participating will govern your participation in such activity, including, where applicable, your representation that you are of sufficient legal age to use or participate in such service or feature. If there is a conflict between a provision of this Agreement and the Official Rules, the provisions of the Official Rules for the activity in which you are participating shall prevail over the conflicting provision in this Agreement.

Links

The Sprout Channel Cubby™ or Website may contain icons, shortcuts, or hyperlinks to external locations (e.g., other websites), Apps, or other services controlled by third parties, including social networking sites. These icons, shortcuts, and links are provided solely as a convenience to you, and do not necessarily imply an endorsement by Sprout or that any affiliation exists between Sprout and the linked website. You agree that Sprout is not responsible for the availability of these external locations, Apps, other services, or other content including, without limitation, solicitations thereon or products or services made available thereby. Sprout has not necessarily reviewed, and does not necessarily endorse or verify, content at linked websites, and is not responsible for such content or for your use of such content. These third-party sites websites and services are not under Sprout’s control. You acknowledge that some third-party websites and services may contain material or communications which are unedited, untrue, or illegal in some jurisdictions or that may be offensive. You agree to access third-party websites and services at your own risk and not to permit minors to have access to inappropriate material. You should carefully review the privacy policies and other terms and conditions of these third-party websites and services. You agree that Sprout shall not be held responsible or liable, directly or indirectly, for any loss or damage caused or alleged to have been caused in any way whatsoever related to any such third-party website or service. Any concerns regarding any third-party website or service should be directed to its respective website administrator, system operator, or web master.

Malware and Adware

If you are experiencing unusual occurrences or seeing unusual content or advertisements on the Sprout Channel Cubby™ or Website, these problems may be caused by malware or adware. Malware is malicious software, such as a virus or spyware, that could damage or disable a computer system or mobile device. Adware is any software application in which advertising banners, toolbars, and/or pop-up windows are displayed while the adware program itself is still running. Adware can cause ad banners to be placed directly over the actual advertisement placement within a website. Malware and adware are typically installed on a user’s computer or mobile device without his or her knowledge or consent. Malware and adware can interfere with how websites appear on your Sprout Channel Cubby™ and with the Apps. You may need to repair your Sprout Channel Cubby™ to remove malware and adware. Sprout is not responsible for the effects of or liable for damage caused by any third-party software on your Sprout Channel Cubby™.

Apps and In-App Purchases

When you download or purchase an App, or make an in-app purchase, you do so through a third party. All purchases made through these third parties are subject to their terms and conditions of use and their privacy policies. You should check the applicable privacy policies of these third parties before providing them with any information. Sprout does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to provide to these third parties, and you irrevocably waive any claim against us with respect to such third-party sites.

Disclaimer

THE SPROUT CHANNEL CUBBY™ AND WEBSITE ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, CONSTRUCTIVE, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY OTHER IMPLIED WARRANTIES ARISING OUT OF COURSE OF PERFORMANCE, DEALING AND/OR TRADE USAGE. SPROUT DOES NOT GUARANTEE OR WARRANT CONTINUOUS, UNINTERRUPTED OR ERROR-FREE ACCESS OR USAGE, OR THAT DEFECTS WILL BE CORRECTED, OR THAT THE SPROUT CHANNEL CUBBY™, WEBSITE, OR THE SERVER THAT MAKES ONLINE SERVICES ON THE SPROUT CHANNEL CUBBY™ AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SOME STATES DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES SO THE FOREGOING DISCLAIMER MAY NOT BE APPLICABLE IN FULL. THIS SECTION WILL BE ALLOWABLE TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW.

SPROUT DOES NOT MAKE ANY WARRANTY, WHETHER EXPRESS OR IMPLIED, OR MAKE ANY REPRESENTATIONS REGARDING ANY CONTENT, INFORMATION, SERVICES, OR PRODUCTS OBTAINED OR PROVIDED THROUGH OR IN CONJUNCTION WITH THE SPROUT CHANNEL CUBBY™ OR WEBSITE. NEITHER SPROUT NOR ITS AFFILIATES AND THIRD-PARTY INFORMATION PROVIDERS, NOR OTHER CONTENT PARTNERS MAKE ANY GUARANTEE REGARDING THE ACCURACY, CORRECTNESS, TIMELINESS, SEQUENCE, RELIABILITY, OR COMPLETENESS OF ANY INFORMATION OR CONTENT PROVIDED BY SPROUT ON THE SPROUT CHANNEL CUBBY™ OR THE WEBSITE. ADDITIONALLY, THERE ARE NO WARRANTIES AS TO THE RESULTS OBTAINED FROM THE USE OF THE INFORMATION. ANY HEALTH INFORMATION PROVIDED BY SPROUT SHOULD BE USED FOR INFORMATIONAL PURPOSES ONLY. THE INFORMATION SHOULD NOT BE USED AS A SUBSTITUTE FOR A CONSULTATION WITH A PHYSICIAN OR OTHER QUALIFIED MEDICAL PROFESSIONAL. ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED MEDICAL PROFESSIONAL WITH ANY QUESTIONS YOU MAY HAVE REGARDING A MEDICAL CONDITION. SPROUT DOES NOT PROMOTE OR RECOMMEND ANY PARTICULAR FORM OF MEDICAL OR ALTERNATIVE TREATMENT. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SPROUT CHANNEL CUBBY™ OR THE WEBSITE IS DOWNLOADED AT THE USER’S OWN RISK. THE USER WILL BE SOLELY RESPONSIBLE FOR, AND ASSUMES THE ENTIRE COST OF, ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY DAMAGE OR LOSS DUE TO CONTENT, DOWNLOADS OR ANY OTHER MATERIAL OR INFORMATION THE USER OBTAINS FROM THE SPROUT CHANNEL CUBBY™ OR THE WEBSITE. ANY MATERIAL UPLOADED OR OTHERWISE SUBMITTED THROUGH THE USE OF SPROUT CHANNEL CUBBY™ OR WEBSITE IS UPLOADED AT THE USER’S OWN RISK. THE USER WILL BE SOLELY RESPONSIBLE FOR, AND ASSUMES THE ENTIRE COST OF, ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IN THE EVENT OF ANY DAMAGE OR LOSS DUE TO UPLOADING THROUGH THE USE OF THE SPROUT CHANNEL CUBBY™ OR THE WEBSITE.

Limitation of Liability

UNDER NO CIRCUMSTANCES AND IN NO EVENT SHALL SPROUT, ITS AFFILIATES, PARENT, SUBSIDIARIES, INFORMATION PROVIDERS, OR CONTENT PARTNERS, OR THEIR RESPECTIVE EMPLOYEES, REPRESENTATIVES, AGENTS OR LICENSORS (COLLECTIVELY, “THE SPROUT PARTIES”), BE LIABLE, REGARDLESS OF THE CAUSE OR DURATION, FOR ANY ERRORS, INACCURACIES, OMISSIONS, OR OTHER DEFECTS IN, OR UNTIMELINESS OR ABSENCE OF AUTHENTICITY OF, THE INFORMATION MADE AVAILABLE ON THE SPROUT CHANNEL CUBBY™ OR WEBSITE, OR FOR ANY DELAY OR INTERRUPTION IN THE TRANSMISSION THEREOF TO THE USER, OR FOR ANY CLAIMS OR LOSSES ARISING THEREFROM OR OCCASIONED THEREBY. UNDER NO CIRCUMSTANCES AND IN NO EVENT SHALL SPROUT OR ANY OF THE SPROUT PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT AND/OR USE OF, OR INABILITY TO USE, THE SPROUT CHANNEL CUBBY™ OR WEBSITE, OR THE CLAIMS OF THIRD PARTIES, INCLUDING USERS, HOWEVER CAUSED, UNDER ANY LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), EVEN IF ANY SPROUT PARTY HAS BEEN ADVISED OF (OR IF ANY SPROUT PARTY IS AWARE OF OR SHOULD HAVE BEEN AWARE OF) THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, UNDER NO CIRCUMSTANCES AND IN NO EVENT WILL THE AGGREGATE LIABILITY OF ALL SPROUT PARTIES ARISING OUT OF OR RELATING TO THIS AGREEMENT AND/OR RELATING TO USE OF, OR INABILITY TO USE, THE SPROUT CHANNEL CUBBY™ OR WEBSITE, UNDER ANY LEGAL THEORY, EXCEED THE AMOUNT PAID BY THE USER, IF ANY, TO USE THE SPROUT CHANNEL CUBBY™ OR WEBSITE.

Indemnification

You the user agree to indemnify and hold harmless, and at Sprout’s request, defend Sprout and the Sprout Parties and their respective parents, subsidiaries, affiliates, partners, agents, employees, directors, officers, shareholders, members, and other owners, from and against any and all claims, actions, demands, liabilities, losses, damages, judgments, penalties, settlements, costs and expenses (including reasonable attorney’s fees and costs) (hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of, are based on, or relate to: (i) your use of the Sprout Channel Cubby™ or Website; (ii) use of the Sprout Channel Cubby™ or Website by anyone using your account; (iii) a violation of this Agreement by you or anyone using your Sprout Channel Cubby™ or the Website; (iv) any unauthorized deletions, additions, insertions or alterations to, or any unauthorized use of, the Sprout Channel Cubby™ or Website by you or someone using your Sprout Channel Cubby™ or your account; or (v) any misrepresentation of any information, representation or warranty, or breach of this Agreement or any other covenant or agreement. If any third party brings a claim, lawsuit, or other proceeding(s) against Sprout or any Sprout Party based on your conduct or use of the Sprout Channel Cubby™ or Website or that of someone using your computer or account, you agree to compensate Sprout and all Sprout Parties (including their respective officers, directors, employees and agents) for any and all Losses in connection with any such claim, lawsuit or proceeding.

Independent Investigation

Sprout reserves the right to investigate suspected violations of the terms and conditions of this Agreement whenever Sprout becomes aware of possible violations. Such an investigation may include gathering information from the user and the complaining party and reviewing materials on Sprout’s servers and systems. During an investigation, Sprout may remove any and all disputed material from Sprout’s servers and systems. If Sprout believes, in its sole discretion, that a violation of the terms or conditions of this Agreement has occurred, Sprout may take any action it deems appropriate under the circumstances known to it, which may include removal of material from Sprout’s servers and systems, warnings, and/or suspension or termination of user account(s). Violations also could subject users to criminal or civil liability.

Jurisdictional Issues/Governing Law

The Sprout Channel Cubby™ and the Website are controlled and operated by Sprout or its service providers from within the United States of America, and is intended for use only by residents of the United States. Sprout makes no representations or warranties that the content or materials of the Sprout Channel Cubby™ or the Website are appropriate or lawful in any foreign countries, or that any items offered for sale through links on the Sprout Channel Cubby™ or Website will be available outside the United States. You may not use or export or re-export any content downloaded from the Sprout Channel Cubby™ or the Website or any copy or adaptation of such content, in violation of any applicable laws or regulations, including without limitation United States export laws and regulations.

The formation, construction and interpretation of this Agreement shall in all respects be governed by and construed in accordance with the laws of the United States and the Commonwealth of Pennsylvania, U.S.A., without giving effect to any principles of conflicts of laws. This Agreement shall not be governed by the United Nations Conventions of Contracts for the International Sale of Goods, the application of which is hereby expressly excluded from any interpretation of this Agreement. It is hereby agreed that any action at law or in equity arising under this Agreement and/or your use of the Sprout Channel Cubby™ or Website shall be finally adjudicated or determined in any court or courts of the Commonwealth of Pennsylvania or of the United States of America, in Philadelphia County, Pennsylvania, and the parties hereto hereby submit generally and unconditionally to the personal and exclusive jurisdiction and venue of these courts in respect to any such matter and consent to service of process by any means authorized by Pennsylvania law.

Acceptance

Your use of the Sprout Channel Cubby™ or Website constitutes acceptance of this Agreement. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and lack of signing or other form of electronic execution by the parties hereto. You agree to abide by the terms and conditions of this Agreement and any additional terms, conditions, rules, or procedures imposed by Sprout or by third-party content providers in connection with content, software, or services available on, through or in connection with the Sprout Channel Cubby™ or Website.

Amendments

Sprout reserves the right to change, amend, or otherwise alter this Agreement at any time by posting the modified terms and conditions on the Sprout Channel Cubby™ or the Website. Such modifications shall become effective upon posting, and Sprout will notify you of such modifications.

Acts of God

Sprout shall be excused from its obligations for any period to the extent that Sprout is prevented from performing, in whole or in part, its obligations under this Agreement, as a result of any acts of God, any action(s), regulation(s), order(s) or request(s) by any governmental or quasi-governmental entity (whether or not the action(s), regulations(s), order(s), or request(s) prove(s) to be invalid), Internet or other communications failure, equipment failure, earthquake, war, fire, flood, explosion, unusually severe weather, hurricane, embargo, labor dispute or strike (whether legal or illegal) labor or material shortage, transportation interruption of any kind, work slow-down, civil disturbance, insurrection, riot, foreign or domestic court order, third party non-performance (including the acts or omissions of any suppliers, agents, or subcontractors) or any other cause beyond Sprout’s reasonable control affecting production or delivery in any manner, including failure or fluctuations in electrical power, heat, light, air conditioning or telecommunications equipment or lines or other equipment, whether electronic or otherwise.

Waiver

Sprout’s failure to enforce strict performance of any provision of this Agreement will not constitute a waiver of Sprout’s right to subsequently enforce such a provision or any other provision of this Agreement, nor will any delay or omission on the part of Sprout to exercise or take advantage of any right or remedy that Sprout has or may have hereunder operate as a waiver of any right or remedy.

Severability

In the event that any of the provisions of this Agreement shall be held by a court or other tribunal of competent jurisdiction to be invalid or unenforceable, the remaining portion hereof shall remain in full force and effect and such provision shall be enforced to the maximum extent possible so as to effect the intent of the parties and shall be reformed to the extent necessary to make such provisions valid and enforceable.

Headings

Division of this Agreement into sections and the use of headings is for convenience of reference only and shall not modify or affect the interpretation or construction of this Agreement, or any provision hereof.

Entire Agreement

This Agreement constitutes the entire agreement between you and Sprout concerning the subject matter contained herein and supersedes all prior or contemporaneous representations, proposals, conditions, communications, and agreements, whether oral or written, between the parties relating to the subject matter herein and all past courses of dealing or industry custom. The subject matter herein may not be modified except by Sprout.

Copyright Compliance

Sprout respects the intellectual property of others, and we ask that our users do the same. If you have a good-faith reason to believe that material on the Sprout Channel Cubby™ or Website infringes a copyright that you own, or if your intellectual property rights have been otherwise violated by material posted on the Sprout Channel Cubby™ or Website, then you may notify Sprout using the procedures set forth below.

Send your notice of infringement to our designated agent:

KIDO’Z
PO BOX 8517
Poleg Industrial Park
Netaniya, Israel

+972-9-7716444

support@sproutchannelcubby.com

Your notice must be in writing and include the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

A description of the copyrighted work that is alleged to have been infringed, including the electronic location, such as the URL (i.e., the website address), where the copyrighted work exists, or a copy of the copyrighted work;

An identification of the URL web address on SproutOnline.com or other specific location where the allegedly infringing material is located;

The address, telephone number, and email address of the notifying party;

A statement by the notifying party that it has a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

A statement by the notifying party, made under penalty of perjury, that the above information in the notice is accurate and that the notifying party is the copyright owner.

WARNING: IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE LIABLE FOR DAMAGES, INCLUDING ATTORNEY’S FEES, INCURRED BY A COPYRIGHT OWNER, ALLEGED INFRINGER, OR SPROUT AS A RESULT OF SPROUT’S RELIANCE ON THE MISREPRESENTATION.

Once we receive this information, Sprout may expeditiously remove or block access to the allegedly infringing material, and notify the user who posted the material that we have taken such action. If you, as the user, receive a notice that material has been blocked, and believe that this material was removed by mistake or misidentification, you may submit a written counter-notification to our designated agent which must include:

A physical or electronic signature;

Identification of the material that has been removed or to which access has been disabled and the location on the Website or in the Apps at which the material appeared before it was removed or access to it was disabled;

A statement by you, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and

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 address is outside of the United States, for any judicial district in which the service provider may be found, and that you will accept service of process from the person who provided notification of copyright infringement or an agent of such person.

Effective: Aug 1, 2014

Legal Info as of Aug 1, 2014

Sprout

For materials produced by Sprout:

© 2011 Children’s Network, LLC. All rights reserved. Sprout, the Sprout logo, and the Sprout Channel Cubby™ logo are service marks of Children’s Network, LLC. English: Sprout and the Sprout logo are service marks of Children’s Network, LLC.

Spanish:

Sprout y el logotipo de Sprout son marcas de servicio de Children’s Network, LLC.

The Good Night Show®:

The Good Night Show® and associated characters, trademarks and design elements are owned by Children’s Network, LLC. All Rights Reserved.

Other Sprout Originals:

The Sprout Sharing Show and The Sunny Side Up Show® and their associated characters, trademarks and design elements are owned by Children’s Network, LLC.

For materials produced by our partners:

Doggity Diner

Doggity Diner and associated characters, trademarks and design elements are owned by Doggity’s Diner Inc. and Children’s Network, LLC. All Rights Reserved.

Noodle and Doodle

Noodle and Doodle™ and associated characters, trademarks and design elements are owned by Children’s Network, LLC. All Rights Reserved.

Long:

HIT ENTERTAINMENT
Angelina Ballerina™:
© 2009 Helen Craig Ltd. and Katharine Holabird.
Barney & Friends™:
© 2009 Lyons Partnership, L.P.
Bob the Builder™:
© 2009 HIT Entertainment Limited and Keith Chapman.
Fireman Sam™:
Fireman Sam™© 2009 Prism Art & Design Limited.
TAFFY ENTERTAINMENT/ Mike Young Productions
Dive Olly Dive™
© 2009 Mike Young Productions Ltd. Dive Olly Dive are trademarks and servicemarks of Mike Young Productions Ltd. All Rights Reserved.
Chloe’s Closet
© 2011 Mike Young Productions Ltd., KI.KA, ARD, European Film Partners B.V, Telegael Teo. All Rights Reserved.
Astroblast
ASTROBLAST™ Scholastic Inc. Based on the Astroblast book series © Bob Kolar. Sprout and Sprout logo are registered trademarks of Children’s Network, LLC. All rights reserved.
The Wiggles
The Wiggles: © 2009 The Wiggles Pty Ltd.

Justin Time
(c) 2013 Guru Studio

MISCELLANEOUS The Wiggles: © 2009 The Wiggles Pty Ltd. Certain content on the Sprout Channel Cubby™ or the Website may be under license from PixFusion, LLC. Poppy Cat © 2011 Coolabi Productions Limited. Based on the Poppy Cat book by Lara Jones LazyTown© & TM 2011 LazyTown Entertainment. ©2011 LazyTown Entertainment. All rights reserved.