PLEASE READ THESE TERMS AND CONDITIONS OF SERVICE BEFORE USING THE <HIPSNACKS.COM> WEB SITE (“SITE”). By continuing to access or use the SITE, or any service on the SITE, you signify your acceptance of the TERMS. From time to time, HIP4KIDS, Inc. (“HIP4KIDS”) may modify the TERMS. Accordingly, please continue to review the TERMS whenever accessing or using the SITE. Your use of the SITE, or any service on the SITE, after the posting of modifications to the TERMS, will constitute your acceptance of the TERMS, as modified. If at any time you do not wish to accept the TERMS, you may not use the SITE. Any terms or conditions proposed by you that are in addition to or which conflict with the TERMS are expressly rejected by HIP4KIDS and shall be of no force or effect.

1. User Assent to Terms and Conditions of Service. You represent that you have read and agree to be bound by the TERMS. Your use ofthe information and services provided by HIP4KIDS and its suppliers subjects you to the terms and conditions as follows:

2. Rules for the SITE. You are entirely responsible and liable for all activities conducted through your use of the SITE. The SITE may be used by you for your personal use only.

2.1 You further agree not to use the SITE to send or post on any place on the SITE, any message or material that transmits any information, data, text, files, links, software, chat, communication or other materials that HIP4KIDS considers to be unlawful, harassing, libelous, infringing, defamatory, abusive, threatening, harmful, vulgar, obscene, profane, sexually oriented, threatening, racially or ethnically offensive, intentionally misleading, or otherwise objectionable, or that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation, or encourage the use of controlled substances. HIP4KIDS will cooperate fully with any law enforcement officials and/or agencies in the investigation of any person who violates this Section of the TERMS.

2.2 You agree not to impersonate any other person or entity, whether actual or fictitious, including impersonating an employee or consultant of HIP4KIDS or any of its affiliated companies.

2.3 You agree not to post on or use the SITE to distribute or send illegal material of any kind, including but not limited to in the form of text, graphics, video, programs or audio. Posting content or participating in any form of discussion with the intention to commit any illegal activity is strictly prohibited.

2.4 You agree not to use the SITE to distribute in any manner any virus, worm, “Trojan horse" or corrupted data.

3. Additional User Representations. By using the SITE, you represent, warrant and covenant that you: (i) have the power and authority to enter into this Agreement; (ii) shall not use any rights granted hereunder for any unlawful purpose; and (iii) shall use the SITE only as set forth in these TERMS.

4. Content Monitoring. As a matter of policy, HIP4KIDS does not prescreen or monitor all information or dialogue. However, HIP4KIDS has the right, but not the responsibility, to remove any information or dialogue deemed in HIP4KIDS's sole discretion to be harmful, offensive or otherwise in violation of any rules HIP4KIDS has in place at the time.

5. Content. The information (including but not limited to advice and recommendations) and services on the SITE are intended solely for general educational purposes. None of the information on the SITE is meant as a substitute for professional healthcare or medical advice or services from a certified clinician, physician, nutritionist or healthcare provider who may have knowledge of any health related problems unique to the user. None of this material is meant to supplant medical treatment from a certified or licensed healthcare professional. All information herein is provided with the understanding that neither HIP4KIDS nor any of its suppliers or users are engaged in medical counseling. Your use of the SITE is subject to all other disclaimers that may appear throughout the SITE. HIP4KIDS and its affiliated agents assume no responsibility for any consequences relating directly or indirectly to any actions or inactions taken by the user of these materials. HIP4KIDS endeavors to keep all material on the SITE accurate, complete and current. However, HIP4KIDS and its affiliates cannot guarantee or be responsible for any damages or losses related to the accuracy, completeness or timeliness of the materials posted on the SITE.

6. Privacy Policy. Your privacy is important to HIP4KIDS. HIP4KIDS’s privacy policy is set forth on the separate document on this site entitled "Privacy Policy."

7. MINOR USERS. IF YOU ARE A MINOR THIRTEEN (13) YEARS OF AGE OR OLDER, HIP4KIDS URGES YOU TO CHECK WITH YOUR PARENT OR GUARDIAN BEFORE GIVING OUT ANY PERSONAL INFORMATION OR LINKING TO ANY WEB SITE, AND TO OBTAIN PERMISSION FROM A PARENT OR GUARDIAN BEFORE BUYING ANYTHING ONLINE OR ENTERING ANY CONTEST THAT REQUIRES INFORMATION ABOUT YOU OR OFFERS A PRIZE.

8. USERS UNDER 13 YEARS OF AGE. IF YOU ARE UNDER THIRTEEN (13) YEARS OF AGE, YOUR PARENT OR GUARDIAN MUST GIVE YOU PERMISSION TO PARTICIPATE IN ONLINE ACTIVITIES THAT REQUIRE REGISTRATION, AS SET FORTH ON THE SEPARATE DOCUMENT ON THIS SITE ENTITLED “PRIVACY POLICY.”

9. Contests. The SITE may contain contests that offer prizes or require you to send in material or information about yourself. Each contest has its own rules, which you must read and agree to before you may enter.

10. Links. The SITE may contain links to other Internet sites on the World Wide Web. HIP4KIDS provides such links for your convenience only, and is not responsible for the content of any Web site linked to or from this SITE. Links from this SITE to any other Web site do not mean that HIP4KIDS approves of, endorses or recommends that Web site. You hereby agree that your access and use of any additional site material, including information, material, products or services contained therein, is solely at your own risk.

11. Submissions. All present and future rights in and to trade secrets, patents, copyrights, trade names, trademarks, service marks, databases, know-how and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the SITE (the "IP Rights") shall, as between you and HIP4KIDS, at all times be and remain the sole and exclusive property of HIP4KIDS. By submitting any content, including your name, to any "public area" of the SITE, including message boards, forums, contests and chat rooms, you grant HIP4KIDS and its affiliates a royalty-free, perpetual, irrevocable, non-exclusive right (including any moral rights) and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate to the public, publicly perform and display the content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, or technology now known or later developed, for the full term of any IP Rights that may exist in such content. You also warrant that the holder of any IP Rights, including moral rights in such content, has completely and effectively waived all such IP Rights and validly and irrevocably granted to you the right to grant the license stated above. You also permit any user to access, display, view, store and reproduce such content for personal use. Subject to the foregoing, the owner of such content placed on the SITE retains any and all rights that may exist in such content. HIP4KIDS welcomes your comments, feedback and input regarding HIP4KIDS products and those of its affiliated companies through this SITE. However, HIP4KIDS does not accept or consider any material for use in any of its products or services (including, but not limited to, demos, sketches, drawings, notes, stories, and game or character ideas), that has not been specifically requested by HIP4KIDS. Accordingly, HIP4KIDS asks you not to send us any such materials. If you ignore this request, any such materials, comments, suggestions or other information submitted by you to HIP4KIDS will become the property of HIP4KIDS, with HIP4KIDS exclusively owning all known and hereafter existing rights to such materials, and you acknowledge and agree not to contest HIP4KIDS's rights to use and disclose such materials in any manner and for any purpose, commercial or otherwise, without compensation to you. ANYTHING CONTAINED HEREIN TO THE CONTRARY NOTWITHSTANDING, BY SUBMITTING CONTENT TO ANY CONTESTS OR OTHER AREAS ON <HIPSNACKS.COM>, YOU HEREBY EXPRESSLY PERMIT HIP4KIDS TO IDENTIFY YOU AS THE CONTRIBUTOR OF SUCH CONTENT IN ANY PUBLICATION IN ANY FORM, MEDIA OR TECHNOLOGY NOW KNOWN OR LATER DEVELOPED UNLESS YOU OTHERWISE NOTIFY HIP4KIDS IN WRITING AT THE TIME YOU SUBMIT THE CONTENT THAT YOU DO NOT WISH TO BE SO IDENTIFIED.

12. Intellectual Property. The SITE, including but not limited to any games and other products, text, content, photographs, video, audio and graphics contained therein from time to time, is protected by copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws of the U.S. and other countries. The SITE is also protected as a collective work or compilation under U.S. copyright and other laws and treaties. All text and other content, including any individual games, articles, columns, graphics and other elements of the SITE are also copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the SITE, in accessing or using any such materials.

13. Restrictions on Use. You agree not to use, transfer, distribute or dispose of any information contained on the SITE for any commercial purpose. You acknowledge that the SITE has been developed, compiled, prepared, revised, selected and arranged by HIP4KIDS and others through the expenditure of substantial time, effort and money and constitutes valuable intellectual property and trade secrets of HIP4KIDS and others.

14. License. You acquire no rights or licenses in or to the SITE and materials contained therein other than the limited right to utilize the SITE in accordance with the TERMS.

15. Linking And Framing. (i) By linking to the SITE, you represent that you have read and agree to be bound by the TERMS. (ii) Upon linking to the SITE pursuant to the TERMS, you will be granted a non-exclusive, non-transferable, royalty-free license terminable in the discretion of HIP4KIDS to use the HIP4KIDS mark solely for providing an underlined, textual link from your Web site to the SITE, and for no other use. (iii) You may include a link on your Web site only to the SITE home page, currently located at http://www.hipsnacks.com ("Home Page"), provided that you first send to HIP4KIDS via email to allthat@hip4kids.org: (a) your name or the name of the technical contact responsible for the link(s); (b) the name of your company; (c) the email address and telephone number for you or the technical contact responsible for the link(s); and (d) the Web site address(es) where the link(s) to the Home Page will appear. (iv) Without specific, written consent by HIP4KIDS, you are prohibited from linking to an internal or subsidiary page of the SITE that is located one or several levels down from the Home Page ("deep link").

16. Disclaimer and Limitation of Liability. You agree that your use of the SITE is at your sole risk and acknowledge that the SITE and anything contained therein, including, but not limited to, content, services, goods or advertisements (the "Items”) are provided "AS IS" and that HIP4KIDS MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE ITEMS, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NONINFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE OR USE. You agree that HIP4KIDS, its suppliers and its third-party agents shall have no responsibility or liability for: (i) any injury or damages, whether caused by the negligence of HIP4KIDS, its employees, subcontractors, agents, suppliers or otherwise arising in connection with the SITE; (ii) any fault, inaccuracy, omission, delay or any other failure in the SITE; or (iii) any reliance upon the content of the SITE. The content of other Web sites, services, goods or advertisements that may be linked to the SITE is not maintained or controlled by HIP4KIDS. HIP4KIDS is therefore not responsible for the availability, content or accuracy of other Web sites, services or goods that may be linked to, or advertised on, the SITE. HIP4KIDS does not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the SITE; b) guarantee the accuracy, completeness, usefulness or adequacy of any other Web sites, services, goods or advertisements that may be linked to the SITE or (c) make any endorsement, express or implied, of any other Web sites, services, goods or advertisements that may be linked to the SITE. You understand that HIP4KIDS and/or any suppliers may choose at any time to inhibit or prohibit their content from being accessed under the TERMS.

17. Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO HIP4KIDS’S NEGLIGENCE, SHALL HIP4KIDS, ITS SUPPLIERS OR ITS THIRD-PARTY AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES EVEN IF AN AUTHORIZED REPRESENTATIVE OF HIP4KIDS HAS BEEN ADVISED SPECIFICALLY OF THE SITE OR ANY LINKS OR ITEMS ON THE SERVICE OR ANY PROVISION OF THE TERMS, TO THE EXTENT PERMISSIBLE PURSUANT TO ANY RELEVANT LAWS.

18. Governing Law. These TERMS shall be governed and construed in accordance with the laws of the United States of America and the State of New York, without giving effect to conflicts-of-law principles thereof. You agree to submit to the personal jurisdiction of the state and federal courts located in the State and County of New York with respect to any legal proceedings arising out of this Agreement and waive any objection to the propriety or convenience of venue in such courts.

19. Miscellaneous. You acknowledge that HIP4KIDS has the right to change the content or technical specifications of any aspect of the SITE at any time at HIP4KIDS's sole discretion.

20. Official Correspondence. Official Correspondence must be sent via postal mail to: HIP4KIDS, Inc., 230 Park Avenue, Suite #462, New York, NY 10169, Attn.: Christopher Daly, Chairman.

21. Copyright Contact Information. The designated agent to receive notification of claimed infringement under Title II of the Digital Millennium Copyright Act is: Christopher Daly, Chairman, HIP4KIDS, Inc., 230 Park Avenue, Suite #462, New York, NY 10169, telephone: (212) 772-6215; facsimile: (212) 772-0472; email: allthat@hip4kids.org.