Wm. K. Walthers Inc. (“Walthers”) may offer various types of subscription programs and special promotions that may require multiple purchases over a period of time and/or may automatically renew, including rebillable monthly or periodic subscriptions, prepaid periodic subscriptions, series purchased in installments and limited-edition kit subscriptions (collectively, “Subscriptions”). Subscriptions are offered through the Walther’s website located at www.walthers.com (the “Site”).

All Subscription programs are subject to these terms and conditions (“Subscription Terms”) in addition to the other terms and conditions and policies on the Site including but not limited to Walthers’ general terms and conditions, privacy policy and return policy. For Subscription programs, if any other terms and conditions or policies conflict with these Subscription Terms, these Subscription Terms will supersede the conflicting portions of the other terms and conditions and/or policies.

By signing up for a Subscription program you are agreeing to these Subscription Terms and Agreement to these Terms and also Walthers’ general terms and conditions (“Terms of Use”), return policy (the “Return Policy”) and Privacy Policy (the “Privacy Policy”), which are incorporated herein.

Availability; Description of Subscription Program Contents
Walthers reserve the right, in its sole discretion and without notice to you, to revise the products and programs available on the Site and to change, suspend or discontinue any aspect of a subscription program, including kit materials, components and tools. Walthers will not be liable to you or to any third party for doing so. Furthermore, Walthers reserves the right, with or without prior notice, to do any one or more of the following: (i) limit the available quantity of or discontinue any product, Subscription program or service; (ii) impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion; and (iii) bar or refuse to sell to any customer any product, Subscription program or service.

All descriptions, images, references, features, content, materials, specifications, products, and prices of products, Subscription programs and services described or depicted on the Site are subject to change at any time without notice. Certain weights, measures, and other descriptions are approximate and are provided for convenience purposes only. The inclusion of any products, tools, materials or services on the Site does not imply or warrant that these products, tools, materials or services will be available; or available in a particular quantity or time period.

Registration
To sign up for a Subscription program, you will be required to provide specific information. All information about you must be truthful, and you may not use any aliases or other means to mask your true identity. Any access codes or passwords provided should be safeguarded at all times. You are responsible for the security of your access codes and passwords and will be solely liable for any use or unauthorized use of the Site under such access codes or passwords. Walthers may suspend or terminate your access at any time with or without notice. To understand how we use information collected from you, please read our Privacy Policy.

Not for Minors
Subscription programs are available to registered users who are 18 years old and older. They are offered prepaid; one upfront payment, or installments; 6 monthly payments. Prepaid programs can be purchased using credit cards, gift certificates, checks or PayPal (after January 1, 2022). Installment programs must be purchased using a valid credit card only. Walthers reserves the right to revoke your ability to access the products and services offered on the Site for any reason at any time including as a result of a violation of these Terms or the Privacy Policy, without notice. If you are a minor, you must obtain the consent of your parent or legal guardian to use the Site and agree to these Terms.

Fraud Protection
As part of our order processing procedures, we may screen received orders for fraud or other types of unauthorized or illegal activity. Walthers reserve the right to refuse to process an order due to suspected fraud or unauthorized or illegal activity. If we suspect fraudulent, unauthorized or illegal activity, we may reject your order or we may contact you at the phone number or email address you provided to confirm your order. Walthers also reserve the right to cancel any accounts or refuse to ship to certain addresses due to suspected fraud or unauthorized or illegal activity. Walthers take these measures to protect our customers as well as ourselves from fraud or other unauthorized or illegal activity.

Transactions/Payment Terms
When you sign up and wish to purchase a Subscription program, you will be asked to supply certain information relevant to your purchase of the program including, without limitation, your credit card number, the expiration date of your credit card, your billing address, and your shipping information. You represent and warrant that you have the legal right to use any credit card(s) or other payment method(s) utilized in connection with any transaction. By submitting such information, you grant Walthers the right to provide such information to third parties for purposes of facilitating the completion of transactions initiated by you or on your behalf. Verification of information may be required prior to the acknowledgment or completion of any transaction.

It is your responsibility to ascertain and obey all applicable local, state, federal laws (including minimum age requirements) in regard to the receipt, possession, use, and sale of any item purchased from this Site. By placing an order, you represent that the products ordered will be used only in a lawful manner.

You agree that by placing an order on the Site, you are entering into a binding contract with Walthers and agree to pay all charges that may be incurred by you or on your behalf through the Site, at the price(s) in effect when such charges are incurred. In addition, you remain responsible for any taxes that may be applicable to your transactions.

You agree to provide Walthers with alternate payment card information if the payment card Walthers has on file for you is no longer valid, or if you choose to use a different payment card. For clarity, if your payment card expires or is no longer valid, or we are otherwise unable to charge a Subscription Fee payment to your payment card for any particular month during the Subscription term, you are still responsible for making all six-monthly Subscription Fee payments Walthers is not liable if you decide to cancel a Subscription program and if you prepaid, you will not be entitled to receive a refund on portions of a Subscription received prior to cancelation.

Prepayment
Some Subscription programs offer the opportunity to pay for the entire Subscription program in advance. (prepay) If you choose to pay for a Subscription program in advance, you may cancel the program in accordance with these Subscription Terms, but you will only be entitled to receive a refund on portions of the Subscription that have not yet been shipped. In the case of Build-A-World Subscription programs, you will only be entitled to receive a refund for kits not yet shipped. If you cancel prior to any kits shipped, you will be entitled to a full refund. If you cancel after receiving the first kit, which contains access to all proprietary videos and a 20-piece tool kit, the refund for each subsequent kit will be $50 each. You may not put your account on hold or cancel a single portion of the kit with the intention to skip a portion of the Subscription program.

Installment Payments
Some Subscription programs offer the opportunity to pay for the Subscription program in monthly installments. If you choose to pay for a Subscription program using installments, you may cancel the program in accordance with these Subscription Terms. No further charges will be billed against your credit card. You may not put your account on hold or cancel a single portion of the kit with the intention to skip a portion of the Subscription program.

Automatic Renewal
Terms For Subscriptions subject to automatic renewal, (Build-A-World does not apply) you agree that Walthers may submit periodic charges (e.g., monthly) to your chosen payment method without further authorization from you, until you provide prior notice that you wish to terminate this authorization or to change your payment method. You agree that such notice will not affect charges submitted before Walthers reasonably could act. You may not put your account on hold or cancel a single portion of the kit with the intention to skip a portion of the Subscription.

Build-A-World Subscriptions
For Walthers’ Build-A-World subscription programs, that involve purchasing a series of kits delivered in monthly shipments that are intended to build upon each other over the duration of the Subscription period, canceling or returning any portion of such Subscriptions may render previously received portions of the Subscription incomplete or unusable. These kits may also include special tools and/or materials that cannot be purchased separately or may only have limited quantities.

Unless you notify Walthers prior to shipment of the first kit of the Build-A-World Subscription program, that you wish to cancel your Subscription, you understand and expressly agree that your Subscription will automatically continue for additional periods of one month each for six shipments and in the case of installment payments, six monthly payments, and you authorize Walthers (without notice to you, unless required by applicable law) to collect and charge the then-applicable Subscription fee and any applicable taxes, for each such installment, using any payment card that Walthers has on file for you.

Recurring Subscriptions
By purchasing a recurring Subscription (such as a monthly or quarterly subscription), you agree and acknowledge that your subscription has an initial and recurring payment charge at the then-current subscription rate and you accept responsibility for all recurring charges prior to cancellation, including where applicable any charges processed by Walthers after the expiration date of your payment card.

Automatic Renewal Terms (Does not apply to Build-A-World)
Recurring Subscriptions will be automatically renewed for successive monthly or quarterly periods and your payment method will automatically be charged for each successive period at the then-current subscription rate until you cancel your Subscription renewal.

Cancellation Policy For Recurring Subscription Programs
To cancel your Build-A-World Subscription program, you must contact customer service at baw@walthers.com or call one of our customer service representatives at 1-800-4-TRAINS and they will assist you. Cancellation is subject to these Subscription Terms and may be different based on the particular Subscription.

Non-Recurring And Installment Subscriptions (Build-A-World)
By purchasing a non-recurring Subscription (such as a subscription that is limited to a particular number of boxes or installments), you agree and acknowledge that your Subscription program may have a higher initial installment payment for the first portion of the Subscription due to access to proprietary videos and include tools and materials that will be used for each part of the Subscription program. The remaining portions of the Subscription will be billed in successive installments of the Subscription service and you accept responsibility for all recurring charges during the Subscription period including where applicable any charges processed by Walthers after the expiration date of your payment card.

Subscription And Build-A-World Return Policy
Because Walthers products are intended to be modified and customized, we do not as a policy accept returns unless the product is in its original unopened packaging. Unusual circumstances may be handled on a one-off basis. Before returning a kit, you must first contact one of our customer service representatives at baw@walthers.com or call 1-800-4 TRAINS. If a return of sealed goods and materials is approved, you are responsible for the cost of return shipping. Please note that forgetting to cancel the service when you had intended to or not realizing that we are a membership service are not grounds for returns. Walthers do our very best to make every customer happy and we ship to every customer that has an order outstanding in our system.

Shipping Fees, Vat Or Other Import Expenses
If your local postal service requests additional funds for import, duty or VAT fees above and beyond what we have previously paid through our shipping provider these are at the expense of each customer. All countries are unique and require their own customs protocol.

Product Information; Limitation on Quantities
Certain information may contain pricing errors, typographical errors and other errors or inaccuracies, which we may correct without liability. Walthers also reserve the right to limit quantities purchased and to revise, suspend, or terminate an event or promotion at any time without notice (including after an order has been submitted or acknowledged). Walthers does not guarantee that all products described on our Site will be available.

Proprietary Rights
You acknowledge and agree that the content (other than content that may be submitted by Members), materials, text, images, videos, graphics, trademarks, logos, button icons, music, software and other elements available on the Site are the property of Walthers or our licensors and are protected by copyright, trademark and/or other proprietary rights and laws. You agree not to sell, license, rent, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, modify or create derivative works from any content or materials on the Site. Walthers and the Walthers logo are registered trademarks. All other trademarks are the property of their respective owners. All of our Site's content is Copyrighted by Walthers, Inc. All rights reserved. Except as expressly set forth in these Terms, no license is granted to you and no rights are conveyed by virtue of accessing or using the Site. All rights not granted under these Terms are reserved by Walthers.

General Disclaimers
You assume all responsibility and risk with respect to your use of the Site. THE SITE AND ALL CONTENT, MERCHANDISE, AND OTHER INFORMATION ON OR ACCESSIBLE FROM OR THROUGH THIS SITE OR A “LINKED” SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, SECURITY OR ACCURACY. SPECIFICALLY, BUT WITHOUT LIMITATION, WALTHERS DOES NOT WARRANT THAT: (1) THE INFORMATION ON THIS SITE IS CORRECT, ACCURATE OR RELIABLE; (2) THE FUNCTIONS CONTAINED ON THIS SITE WILL BE UNINTERRUPTED OR ERROR-FREE; OR (3) DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKE THEM AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Walthers makes no warranties of any kind regarding any non-Walthers sites to which you may be directed or hyperlinked from this Site. Hyperlinks are included solely for your convenience, and Walthers makes no representations or warranties with regard to the accuracy, availability, suitability or safety of information provided in such non-Walthers sites. Walthers does not endorse, warrant or guarantee any products or services offered or provided by or on behalf of third parties on the Site.

Disclaimer – Tutorial Advice
Any information provided by us regarding the projects or otherwise (e.g. product descriptions or instructions) is for informational purposes only. You should read and strictly follow all product labels, packaging inserts and instructions and all directions and warnings.

Taxes
Your total price will include the price of the product plus any applicable sales tax; such state and local sales tax is based on the shipping address and the sales tax rate in effect at the time you purchase the product. Walthers will charge tax only in states where the goods sold over the internet are taxable.

Indemnification
You agree to indemnify, hold harmless, and defend Walthers, its subsidiaries, divisions, and affiliates, and their respective officers, directors, employees, agents and affiliates from any and all claims, liabilities, damages, costs and expenses of defense, including attorneys’ fees, in any way arising from or related to your illegal use of the Site, your violation of these Terms or the Privacy Policy, defamatory or infringing content posted to the Site by you, or your violation of any law or the rights of a third party.

Limitation of Liability
EXCEPT IN THE CASES OF WILLFUL MISCONDUCT AND RECKLESS CONDUCT ON THE PART OF WALTHERS, IN NO EVENT SHALL WALTHERS, SUBSIDIARIES, AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES, OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE BE LIABLE TO ANY USER OF THE SITE OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF USE) ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, WHETHER BASED UPON WARRANTY, CONTRACT OR TORT (NEGLIGENCE). EVEN IF WALTHERS HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. EXCEPT IN THE CASES OF WILLFUL MISCONDUCT AND RECKLESS CONDUCT ON THE PART OF WALTHERS, IN NO EVENT SHALL THE TOTAL LIABILITY OF WALTHERS, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUCCESSORS, SUBSIDIARIES, SUPPLIERS, AFFILIATES OR THIRD PARTIES PROVIDING INFORMATION ON THIS SITE TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION RESULTING FROM YOUR USE OF THIS SITE, WHETHER IN WARRANTY, CONTRACT OR TORT (NEGLIGENCE), EXCEED THE AMOUNT YOU PAID TO WALTHERS IN CONNECTION WITH THE EVENT GIVING RISE TO SUCH LIABILITY. You hereby acknowledge that the preceding paragraph shall apply to all content, merchandise and services available through the Site.

International Use
Walthers control and operate the Site from the United States. Walthers make no representation that materials on the Site are appropriate or available for use outside the United States. If you choose to access this Site from outside the United States, you do so at your own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

Risk of Loss
Any merchandise purchased from our Site will be shipped by a third-party carrier. As a result, title and risk of loss for such merchandise will pass to you upon our delivery to the carrier.

Waiver; Remedies
The failure of Walthers to partially or fully exercise any rights or the waiver of Walthers of any breach of these Terms and Conditions by you shall not prevent a subsequent exercise of such right by Walthers or be deemed a waiver by Walthers of any subsequent breach by you of the same or any other term of these Terms. The rights and remedies of Walthers under these Terms and any other applicable agreement between you and Walthers shall be cumulative, and the exercise of any such right or remedy shall not limit Walthers’s right to exercise any other right or remedy.

Governing Law
The laws of the State of Wisconsin shall govern these Terms without regard to conflict of laws provisions.

Disputes
Any dispute relating in any way to your visit to, or use of, the Site to the products you purchase through the Site (including a subscription), or to your relationship to Walthers shall be submitted to confidential arbitration in Wisconsin; provided, however, that to the extent that you have in any manner violated or threatened to violate our intellectual property rights, we may seek injunctive or other appropriate relief in any state or federal court in the State of Wisconsin. You hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Wisconsin.

Arbitration under these Terms will be conducted pursuant to the Commercial Arbitration Rules then prevailing at the American Arbitration Association. The arbitrator’s award will be final and binding and may be entered into as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under these Terms will be joined to an arbitration involving any other party subject to this Terms, whether through class action proceedings or otherwise. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of this Site or these Terms must be filed within one (1) year after such claim of action arose or be forever banned. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. YOU AND WALTHERS AGREE THAT EACH MAY ONLY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Walthers agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.