Ownership of Sites and Site Content
The Sites are owned and operated by Sesame Workshop, a nonprofit educational organization with charitable, tax-exempt status, and with offices at One Lincoln Plaza, New York, NY 10023, USA. Sesame Workshop and/or its subsidiaries, affiliated companies, distributors, vendors, contractors, licensors and/or licensees (collectively “SW Parties”) own the copyright in all elements of the Sites and all related intellectual property rights, including, but not limited to, all trademark rights, patent rights and moral rights. The elements of the Sites (collectively, “Site Content”) include without limitation the content, software, code, data, art, graphics, animation, photographs, images, text, music, sound effects, all audio and audiovisual elements, look-and-feel, design, layout, organization, presentation, user interface, navigation, trade dress and stylistic convention of the Sites. Your use of the Sites does not give you ownership of any Site Content.
All trademarks, logos, service marks and trade names (collectively, the “Trademarks”) displayed on the Sites or on Site Content are registered or unregistered Trademarks of Sesame Workshop, the SW Parties and/or others, and may not be used unless authorized by the Trademark owner. All Trademarks not owned by us that appear on the Sites or on the Site Content, if any, are the property of their respective owners. Nothing contained on the Sites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Sites.
Use of Site Content
You may access and view the Site Content only for your personal, noncommercial use on a single computer or other Internet compatible device to enable you to use the Sites, provided that you do not remove or alter any copyright or other legal notices from the Site or any Site Content. You may not (except where we have given you express permission or you are otherwise permitted by law) modify, copy, distribute, download, upload, post, broadcast or transmit, display, disassemble, perform, reproduce, publish, license, decompile, reverse engineer, create derivative works from, transfer, sell, or make other use of any of the Site Content. Any use of the Site Content, other than as explicitly permitted in this paragraph, is unauthorized and may be a violation of copyright or other proprietary rights or other applicable federal or state laws of the United States or other countries.
You acknowledge and agree that your access to and use of the Sites, the Site Content and the services provided through the Sites are valuable benefits that you receive by agreeing to and complying with the terms and conditions of this Agreement.
Prohibited User Conduct
You warrant and agree that, while accessing or using the Sites, you will not:
- impersonate any person or entity or misrepresent your affiliation with any other person or entity, whether actual or fictitious, including anyone from the Sites or Sesame Workshop or the SW Parties;
- insert your own or a third party’s advertising, branding or other promotional content into any of the Site Content, materials or services;
- obtain or attempt to gain unauthorized access to other computer systems, materials, information or any services available on or through the Sites through any means, including through means not intentionally made publicly available or provided for through the Sites;
- engage in spidering, “screen scraping,” “database scraping,” harvesting of e-mail addresses or other personal information, or any other automatic or unauthorized means of accessing, logging-in or registering on the Sites, or obtaining lists of users or other information from or through the Sites, including, without limitation, any information residing on any server or database connected to the Sites;
- use the Sites or its features and services in any manner that could interrupt, damage, disable, overburden or impair the Sites or interfere with any other party’s use and enjoyment of the Sites, including, without limitation, sending mass unsolicited messages or “flooding” servers with requests;
- use the Sites or their services in violation of the intellectual property or other proprietary or legal rights of Sesame Workshop or the SW Parties or any third party;
- use the Sites or its services in violation of any applicable law; or
- attempt (or encourage or support any one else’s attempt) to circumvent, reverse engineer, decrypt, or otherwise alter or interfere with the Sites or their services.
You alone are responsible for the content and consequences of any of your activities while you are visiting or using the Sites.
Links From The Sites to Third Party Sites
Links To The Sites From Third Party Sites
You agree that if you include a link from any other web site to the Sites, such link shall open in a new browser window and shall link to the full version of an HTML formatted page of the Sites. You are not permitted to link directly to any image hosted on the Sites, 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 the Sites in any manner such that the Sites, or any page of the Sites, is “framed,” surrounded or obfuscated by any third party content, materials or branding. We may require that any link to the Sites be discontinued, and to revoke your right to link to the Sites from any other web site at any time.
Right to Monitor and Editorial Control
Sesame Workshop and the SW Parties reserve the right, but do not have an obligation, to monitor and/or review all materials posted to the Sites or through the Sites’ services or features by users, and Sesame Workshop and the SW Parties are not responsible for any such materials posted by users. However, Sesame Workshop and the SW Parties reserve the right at all times to disclose any information as necessary to satisfy any law, regulation or government request, or to edit, refuse to post or to remove any information or materials, in whole or in part, that in the sole discretion of Sesame Workshop and the SW Parties are objectionable or in violation of this Agreement, the policies of Sesame Workshop and the SW Parties or applicable law. We may also impose limits on certain features or restrict your access to part or all of the features or services without notice or penalty if we believe you are in breach of the guidelines set forth in this paragraph, our terms and conditions or applicable law, or for any other reason without notice or liability.
You agree to indemnify and hold harmless Sesame Workshop and the SW Parties, and its and their respective affiliates, directors, officers, employees and agents from and against any and all claims, liabilities, and expenses (including reasonable legal fees) that may arise from your use of the Sites in any way, your placement or transmission of any message, content, information, software or other materials on, to or through the Sites or your violation of law or breach of the terms of this Agreement. Sesame Workshop and the SW Parties reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with the defense of any such claims by Sesame Workshop and the SW Parties.
We respect the intellectual property rights of others, and require that the people who use the Sites do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, please forward the following information to our Copyright Agent, designated as such pursuant to the Digital Millennium Copyright Act, 17 U.S.C. § 512(c)(2), named below:
- Your address, telephone number, and email address;
- A description of the copyrighted work that you claim has been infringed;
- A description of where the alleged infringing material is located;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; and
- A statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
David K. Chan
One Lincoln Plaza
New York, NY 10023
General Disclaimer and Limitation of Liability
Sesame Workshop controls and operates the Sites from offices in the United States of America. We make no representation that Site Content is appropriate or authorized for use in all countries, states, provinces, counties or any other jurisdictions. If you choose to access the Sites, you do so on your own initiative and risk, and you are responsible for compliance with all applicable laws if and to the extent such laws and restrictions are applicable.
The Sites provide information of a general nature only and you are responsible for determining whether it applies to your specific situation. Sesame Workshop specifically disclaims any liability concerning any action that any person may take based on any information or guidance provided at the Sites.
Sesame Workshop does not guarantee the accuracy, timeliness, correctness, completeness, performance or fitness for a particular purpose of the Sites or any of the Site Content. Sesame Workshop is not liable for any errors, omissions, or inaccurate Site Content on the Sites.
THE SITES AND THE SITE CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY FOR INFORMATION, DATA, DATA PROCESSING SERVICES, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY OR USEFULNESS OF SITE CONTENT AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT, WHICH ARE EXCLUDED FROM THIS AGREEMENT TO THE EXTENT THAT THEY MAY BE EXCLUDED AS A MATTER OF LAW. SESAME WORKSHOP DOES NOT WARRANT THAT THE SITES OR THE SERVICES, CONTENT, FUNCTIONS OR MATERIALS CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED, OR OPERATED FREE OF DELAYS IN TRANSMISSION, FAILURE IN PERFORMANCE, COMPUTER VIRUSES, INACCURACIES, ERRORS, OR DEFECTS. YOU USE THE SITES AT YOUR OWN RISK. SESAME WORKSHOP ALSO ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR, ANY DAMAGES TO, OR VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE SITES OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM THE SITES. You are responsible for implementing sufficient procedures and virus checks (including anti-virus and other security checks) to satisfy your particular requirements for the accuracy and security of data input and output. SESAME WORKSHOP MAKES NO WARRANTY THAT THE SITES WILL MEET USERS’ REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE SITES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
EXCEPT AS SET OUT BELOW, UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, TORT OR NEGLIGENCE, WILL SESAME WORKSHOP OR THE SW PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES THAT ARISE OUT OF OR IN CONNECTION WITH THE USE OF THE SITES OR WITH THE DELAY OR INABILITY TO USE THE SITES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS OR SERVICES OBTAINED THROUGH THE SITES, OR OTHERWISE ARISING OUT OF THE USE OF THE SITES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THOSE ASPECTS OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT SHALL SESAME WORKSHOP OR THE SW PARTIES BE LIABLE FOR OR IN CONNECTION WITH ANY CONTENT POSTED, TRANSMITTED, EXCHANGED OR RECEIVED BY OR ON BEHALF OF ANY USER OR OTHER PERSON ON OR THROUGH THE SITES (INCLUDING, WITHOUT LIMITATION, ANY SUBMITTED MATERIALS). IN NO EVENT SHALL SESAME WORKSHOP’S OR THE SW PARTIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION EXCEED, IN THE AGGREGATE, THE AMOUNT, IF ANY, PAID BY YOU TO US FOR YOUR USE OF THE SITES OR FOR ANY OF YOUR ACTIVITIES ON THE SITES.
You agree that Sesame Workshop may assign any of its rights and/or transfer, sub-contract or delegate any of its obligations under this Agreement. This Agreement is personal to you and you may not transfer or assign it to a third party.
This Agreement is governed by and is construed in accordance with the laws of the State of New York, U.S.A, without regard to conflicts of law provisions. You consent to the exclusive jurisdiction and venue of courts in New York County, New York, U.S.A. in all disputes arising out of or relating to your use of the Sites. Notwithstanding the foregoing, Sesame Workshop shall have the right to bring action against visitors of the Sites in courts of competent jurisdiction in the jurisdiction in which such visitors reside or are located: (i) to seek injunctive relief against such visitor, (ii) to obtain a judgment against such visitor where a judgment by a United States court will, or may, not be enforced by the jurisdiction in which such visitor resides or is located, or (iii) to enforce a judgment obtained against such visitor in a New York court.
Our failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.
If any part of this Agreement is determined to be invalid or unenforceable under applicable law including but not limited to the warranty disclaimers and liability limitations stated above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Agreement shall continue in effect.
This Agreement constitutes the entire agreement between you and Sesame Workshop with respect to the Sites and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Sesame Workshop with respect to the Sites. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other business documents and records originally generated and maintained in printed form.
Any rights not expressly granted in this Agreement are reserved to Sesame Workshop.