Terms and Conditions of Use

V07.17.2024 US

Welcome to the websites of Toyota Material Handling, Inc. ("TMH" or “Toyota” also referred to herein as "us," "we" and "our"). Thank you for your interest in the forklifts and other products, parts, and services advertised and accessed on our websites (collectively, the “Websites”). Through our Websites we provide features, portals, including MyToyota, applications and other information as well as online stores, including the MyToyota Store, for the purchase of products and services (collectively with the Websites, the “Website Services”). By [clicking “I accept” if prompted,] creating an account, or otherwise using the Website Services, you agree to the following terms and conditions (“Terms and Conditions” or “Terms”). If you do not agree to these Terms, you should not use the Website Services. Capitalized terms used but not defined in these Terms have the meaning given to them in our Privacy Policy.

Please read these terms and conditions carefully. Additional terms may also apply.

Please note that these Terms and Conditions contain a dispute resolution provision that requires arbitration, waives your right to trial by jury, and waives your right to participate in any class action or representative proceeding in the event of disputes, as set out in more detail below.  

Please review our Privacy Policy which governs use of Website Services. 

In order to use the Website Services, you must be at least 18 years of age or older and have authority to enter into these Terms and to enter into purchase, as applicable. If you do not meet these requirements, you must not access or use the Website Services. You understand and agree that that satisfying the above requirements does not guarantee that you will receive access to the Website Services. In addition to the above requirements, TMH reserves the right to change or include new requirements as deemed appropriate in its sole discretion without providing prior notice to you.  

If there are additional terms associated with a specific online service or portion of the Website Services, you will be presented with those additional terms at the time you access the online service or portion of the Website Services (the “Additional Terms”). Those Additional Terms supplement these Terms and Conditions and are incorporated herein. In the event there is conflict between these Terms and Conditions of Use and the Additional Terms, the Additional Terms shall control with respect to the specific online service or portion of the Website Services provided subject to those Additional Terms.  

You may use the Website Services only as permitted by law and in accordance with these Terms and Conditions. You will comply with all applicable laws, including any and all laws in your relevant states and localities, pertaining to the use of the Website Services. You agree not to use the Website Services:

• In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the United States or other countries);
• To impersonate or attempt to impersonate us, our employees, or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing); and
• To engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website Services, or which, as determined by us, may harm us or other users of the Website Services or expose them to liability.

Additionally, you agree not to:

• Use the Website Services in any manner that could disable, overburden, damage, or impair the Website Services or interfere with any other user’s use of the Website Services, including his or her ability to engage in real time activities through the Website Services;
• Use any robot, spider or other automatic device, process or means to access the Website Services for any purpose, including monitoring or copying any of the material on the Website Services;
• Use any manual process to monitor or copy any of the material on the Website Services or for any other unauthorized purpose without our prior written consent;
• Use any device, software or routine that interferes with the proper working of the Website Services;
• Introduce any viruses, Trojan horses, worms, logic bombs, keystroke logging, or other material which is malicious or technologically harmful;
• Attempt to gain unauthorized access to, interfere with, damage or disrupt any part of the Website Services, the server on which the Website Services is stored or hosted, or any server, computer or database connected to the Website Services;
• Attack the Website Services via a denial-of-service attack or a distributed denial-of-service attack; and
• Otherwise attempt to interfere with the proper working of the Website Services.

Your permission to use Website Services will terminate if you do not comply with these Terms and Conditions.   

Our Website Services may allow you to upload, store, and share content and information, including feedback, comments, messages, texts, photos, and other materials (“User Content”). Except as otherwise specifically noted in Additional Terms, your User Content is considered and will be treated as non-confidential, and you hereby grant TMH a nonexclusive, royalty-free, worldwide, fully paid, and sub-licensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display your User Content in all media formats and channels now known or later developed without compensation to you. If you supply or transmit any User Content via the Website Services, you represent and warrant to us that you have the legal right necessary to grant us the license described above, and that such material will not violate any law or the rights of any person or entity. 

You understand that all information, data, or other materials that you and other users of the Website Services upload, post, transmit, publish, display, or otherwise make available through the Website Services, including information you share or make available to other users of the Website Services, are the sole responsibility of you or the person from whom such User Content originated. This means that you, and not us, are responsible for User Content that you upload, post, transmit, publish, display, or otherwise make available through the Website Services. Under no circumstances will we be liable in any way for or related to any User Content, including but not limited to any errors or omissions in User Content and any loss or damage resulting from use or reliance on User Content on the Website Services.

If you believe that any User Content violates your copyright, please contact us as described below. 

By using the Website Services, you consent to receiving certain electronic communications from or on behalf of us. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing. The communications may include, but are not limited to, promotional offers and Website Services updates.

By providing your e-mail address, phone number, or other method of communication, you are agreeing to be contacted by or on behalf of TMH to receive marketing-related information and other operational services. These communications may not be secure. Unsecured communications pose a risk to the confidentiality and privacy of information being sent because they might be intercepted by a third party. You can opt out of receiving one of our electronic communications by following the instructions for unsubscribing contained in the electronic communication. Please allow us ten (10) business days from when the request was received to complete the removal. Please note that even if you unsubscribe from commercial electronic communications, we may still e-mail you non-commercial (transactional) electronic communications related to your account and your transactions with the Website Services

User accounts are required to access certain Website Services.  Within user accounts certain roles and permissions may be assigned.  Through user accounts certain read-only and customizable information may be accessed.  You are solely responsible for the accuracy of any information input, modified, deleted or otherwise edited by you.  You agree to: (a) maintain the security of all passwords and usernames; (b) notify TMH immediately of any unauthorized use or other breach of security; and (c) accept all responsibility for activity that occurs under each user account. TMH reserves the right to monitor downloads and user activity to ensure compliance with these terms and conditions of use. If TMH determines that you are in breach of this or any other term of these terms and conditions of use, it may suspend access to your account and seek further legal remedies.

We implement reasonable and appropriate security measures to protect your information, including Personal Data, from loss, misuse and unauthorized access, disclosure, alteration and destruction, taking into account the risks involved in processing and the nature of such data, and comply with applicable laws and regulations. However, no security system is impenetrable. We cannot guarantee the security of our databases, nor can we guarantee that the information you supply will not be intercepted while being transmitted to and from us over the internet. Also, no data transmission over the internet is 100 percent secure. You should take appropriate precautions to protect personal and confidential information, including any passwords or account information, and to use the Website Services and your devices or applications in a secure and responsible manner. You, not TMH, are responsible for the security of your devices and your transmission of information over the internet, and if you have any concerns about the transmission of your information over the internet, you should use other means of communication.

In an effort to provide you with additional information, the Website Services may include links to third-party websites or products, including those of sellers thru Website Services may be parties other than TMH, including but not limited to, authorized-Toyota dealers, suppliers, vendors and/or other merchants (“Sellers”). We make no representations about any third-party website or third-party product, including the websites or content therein of our Sellers. A hyperlink to another party’s website does not mean that TMH endorses or accepts the content or products or use of the site or its privacy practices. The privacy practices of linked sites could be different from those of TMH.  Further, TMH links to certain affiliated as well as non-affiliated third-party sites. If you purchase any products or services offered by these Sellers, you are purchasing directly from those third parties, not from TMH. We are not responsible for examining or evaluating, and we do not warrant, the offerings of any of these Sellers. TMH does not assume any responsibility or liability for the actions, product, and content provided by these Sellers through their websites. If you access third-party linked websites from the Website Services, you are solely responsible for the access and use of the third-party linked websites. You should carefully review the privacy policies and any relevant terms of use of these third parties.

MyToyota Pay is a third-party service provided by TreviPay™. Buyers can join the TreviPay™ network to utilize net terms for purchases by completing an online application. There is no cost associated with the application and it will not affect your credit rating. Once approved, you will receive communication to activate your account through TreviPay™. MyToyota Pay services provided by Multi Service Technology Solutions, Inc. (dba TreviPay), www.trevipay.com, are independent from TMH and are subject to additional terms and conditions and a separate application process and privacy policy. Amounts due under MyToyotaPay are made payable to remittance@b2b.credit. Disputes related to MyToyotaPay must be made to MyToyotaPay@b2b.credit. TreviPay is a trademark and copyright owned and operated by Multi Service Technology Solutions, Inc.

MyToyota credit card is a third-party service powered by Bread Financial and issued by Comenity Capital Bank. Credit card offers are subject to credit approval. Once approved, you will receive communication to activate your account through bread financial and Comenity Capital Bank. MyToyota credit card provided by Bread Financial and issued by Comenity Capital Bank is independent from TMH and is subject to additional terms and conditions and a separate application process and privacy policy.  

The price shall be as quoted on Website Services, and payment shall be at that price plus applicable taxes and shipping charges. Payment is non-refundable by credit card at time of order unless otherwise independently agreed upon by Seller. Selecting Pay Local Dealer payment option constitutes Purchaser’s express desire and agreement to be billed for the order as it appears on Website Services by Seller rather than pay via credit card.

Policies for shipping and returns are set by the applicable Seller and are accessible through the applicable product page.  

All goods are shipped at customer’s risk and Seller’s responsibility for damage to any goods shipped ceases when the goods are delivered to the carrier or to customer, or customer’s agent, whichever occurs earlier, at which time "delivery" to customer is deemed to have been made. Title to the goods sold under the Agreement passes to customer upon delivery.

The Website Services and the entirety of its contents, features and functionality (including, but not limited to, all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned, controlled or licensed by us, Sellers, our licensors, suppliers or affiliates, or by other third parties who have licensed their materials to us and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. No right, title or interest in or to the Website Services or any content on the Website Services is transferred to you, and we reserve all rights not expressly granted herein. Any use of the Website Services not expressly permitted by these Terms and Conditions is a breach of these Terms and Conditions and may violate copyright, trademark and other laws. TMH names and logos and all related product and service names, brand colors, design marks and slogans are the trademarks or service marks of TMH. No trademark or service mark license is granted in connection with the materials contained within the Website Services. Access to the Website Services does not authorize anyone to use any TMH name, logo, or mark in any manner.

By using the Websites Services, and if you provide TMH with any survey responses, suggestions, enhancement requests, recommendations or other feedback relating to the Website Services, the TMH products or services, or the Website Services’ operation (collectively, the “Feedback”), then you hereby grant TMH a royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, worldwide, transferable, sublicensable license to reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display throughout the world in any media, commercialize, and otherwise use any Feedback.

Use of Website Services is at your own risk. Website Services, including any content or information contained within sites, are provided on an “AS IS” and “AS AVAILABLE” basis. TMH and SELLERs EXPRESSLY EXCLUDE AND DISCLAIM ALL OTHER WARRANTIES OF ANY KIND, WHETHER EXPRESS, STATUTORY OR IMPLIED, INCLUDING with respect to the completeness, security, reliability, quality, accuracy, or availability of the Website SErvices.

TO THE FULLEST EXTENT PERMITTED BY LAW, TMH AND SELLERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND RELATED TO THE WEBSITE SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. WITHOUT LIMITATION TO THE ABOVE, NEITHER TMH OR SELLERS PROVIDE ANY REPRESENTATION OR WARRANTY THAT (I) WEBSITE SERVICES WILL MEET YOUR REQUIREMENTS, (II) WEBSITE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF WEBSITE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH WEBSITE SERVICES WILL MEET YOUR EXPECTATIONS, NEEDS, OR REQUIREMENTS, AND (V) ANY ERRORS ASSOCIATED WITH WEBSITE SERVICES WILL BE CORRECTED.

TMH IS NOT RESPONSIBLE FOR ANY INACCURACIES OR DEFECTS IN THE INFORMATION, SOFTWARE, COMMUNICATION LINES, INTERNET OR YOUR INTERNET SERVICE COMPANY (ISP), COMPUTER HARDWARE OR SOFTWARE, OR ANY OTHER SERVICE OR DEVICE THAT YOU USE TO ACCESS OUR WEBSITE SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TMH OR SELLERS OR THROUGH OR FROM THE WEBSITE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.

You understand that TMH cannot guarantee that use of our Website Services will be free from technological difficulties including, but not limited to, unavailability of information, downtime, service disruptions, viruses, or worms. Additionally, you understand that we cannot and do not guarantee or warrant that files available for downloading from the Website Services will be free of viruses or other destructive code.  You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of damage input and output, anti-virus protection, and for maintaining a means external to our site for any reconstruction of any lost data.

YOU AGREE THAT, TO THE FULLEST EXTENT ALLOWED BY LAW, TMH, SELLERS, ANY LICENSOR OR SUPPLIER, OR ANY THIRD PARTY WHO PROMOTES OR PROVIDES A LINK TO THE WEBSITE SERVICES SHALL NOT BE LIABLE TO YOU FOR ANY SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL, LOST PROFITS, OR CONSEQUENTIAL DAMAGES, LOSSES, FEES, CHARGES, EXPENSES, OR LIABILITIES RELATED TO THE OPERATION OF OR YOUR ACCESS AND USE OF THE WEBSITE SERVICES.

TO THE FULLEST EXTENT PERMITTED BY LAW, WITH RESPECT TO DIRECT DAMAGES, AND WHERE THE ABOVE EXCLUSIONS OF INDIRECT, CONSEQUENTIAL, AND OTHER DAMAGES ARE LIMITED OR PROHIBITED UNDER LAW, YOU AGREE THAT ANY AND ALL DAMAGES, LOSSES, FEES, CHARGES, EXPENSES, OR LIABILITIES YOU SUFFER OR INCUR RELATED TO YOUR ACCESS AND USE OF THE WEBSITE SERVICES THAT RESULT FROM ANY ACT OR OMISSION OF TMH, SELLERS, ANY OF TMH’S LICENSORS OR SUPPLIERS, OR ANY THIRD PARTY WHO PROMOTES OR PROVIDES A LINK TO THE WEBSITE SERVICES SHALL BE LIMITED TO THE FEES PAID BY YOU DURING THE THREE MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR IF NO FEES WERE PAID OR PAYABLE BY YOU FOR SUCH PERIOD, $100.00.

THE ABOVE LIMITATIONS AND EXCLUSIONS TO LIABILITY APPLY REGARDLESS OF THE TYPE OF DAMAGES OR CLAIMS, INCLUDING, WITHOUT LIMITATION, DAMAGES OR CLAIMS RELATED TO (I) PERSONAL INJURY, WRONGFUL DEATH, LOSS OF USE, LOSS OF PROFITS, INTERRUPTION OF SERVICE, OR LOSS OF DATA; OR (II) MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR (III) ANY FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO ACTS OF GOD, COMMUNICATION FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO YOUR RECORDS, PROGRAMS, OR SERVICES, OR (IV) OTHERWISE ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF, OR THE INABILITY TO USE, THE WEBSITE SERVICES. YOU AGREE THAT THIS LIMITATION APPLIES EVEN IF TMH, SELLERS, ANY LICENSOR OR SUPPLIER, OR ANY THIRD PARTY WHO PROMOTES OR PROVIDES A LINK TO THE WEBSITE SERVICES IS NEGLIGENT OR HAS BEEN ADVISED OF THE LIKELIHOOD OR POSSIBILITY OF SUCH DAMAGES, LOSSES, FEES, CHARGES, EXPENSES, OR LIABILITIES.

THE PARTIES AGREE THAT THE EXCLUSIONS OF REMEDIES AND LIMITATIONS SPECIFIED IN THIS SECTION ARE ESSENTIAL TERMS, WITHOUT WHICH THE SERVICES WOULD NOT BE OFFERED, ARE A REASONABLE ALLOCATION OF RISK AND APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.

TO THE EXTENT THE ABOVE LIMITATION OF LIABILITY IS RESTRICTED UNDER LAW, THE ABOVE LIMITATION SHALL BE APPLIED TO THE MAXIMUM EXTENT PERMITTED UNDER SUCH LAW.

CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS TMH, SELLERS, ANY LICENSOR OR SUPPLIER AND SUCCESSORS FROM AND AGAINST ANY AND ALL CLAIMS AND EXPENSES, INCLUDING ATTORNEYS’ FEES, WHETHER MADE BY YOU, OR ON YOUR BEHALF, OR BY ANY THIRD PARTY ARISING OUT OF YOUR USE OF OR ACCESS TO THE WEBSITE SERVICES, INCLUDING BUT NOT LIMITED TO CLAIMS ARISING OUT OF: (I) YOUR VIOLATION OF THESE TERMS AND CONDITIONS; (II) YOUR VIOLATION OF ANY THIRD-PARTY RIGHT INCLUDING ANY COPYRIGHT, TRADEMARK, TRADE SECRET, OR PRIVACY RIGHT; AND (III) ANY MISREPRESENTATION MADE BY YOU. YOU AGREE TO PROMPTLY NOTIFY TMH AND COOPERATE FULLY WITH TMH IN THE DEFENSE OF ANY CLAIM. TMH RESERVES THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY CLAIM INDEMNIFIED UNDER THIS SECTION BY YOU. 

TMH is based in the State of Indiana, and by using the Website Services, you consent that the law of the state of Indiana applies to and will govern Website Services and any transaction and dispute between you and us, without regard to its conflicts of law rules, except for the Dispute Resolution provision provided below.

PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE ARBITRATION OF CERTAIN DISPUTES ON AN INDIVIDUAL BASIS AND LIMIT THE PROCEDURES BY WHICH YOU AND TMH CAN SEEK RELIEF. 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. ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS TO THE MAXIMUM EXTENT PERMITTED BY LAW; CLASS ARBITRATIONS, CLASS ACTIONS OR REPRESENTATIVE ARBITRATIONS ARE NOT PERMITTED. HOWEVER, IN ARBITRATION, BOTH YOU AND US WILL BE ENTITLED TO RECOVER ATTORNEYS’ FEES FROM THE OTHER PARTY TO THE SAME EXTENT AS YOU WOULD BE IN COURT.

A.     Agreement to Arbitrate and Jury Waiver.  You and TMH mutually agree to resolve Disputes (as defined below) with TMH in arbitration, as set forth in more detail below. Both you and TMH waive the right to a jury trial on any Disputes, to the fullest extent of the law. The word “Disputes” means any disputes, claims, suits, actions, causes of action, losses, liabilities, and/or demands in any way relating to, in connection with, or arising out of the Website Services, use of any cookies, pixels, web beacons, or similar technologies, data or information privacy, sharing, or security concerns, incidents, or breaches, or these Terms and Conditions, including any past, currently pending, existing, or future Disputes of any kind. “Disputes” do not include, and this arbitration and class waiver provision does not apply to, claims by or against TMH employees related to the terms or conditions of their employment, individual actions brought in small claims court for disputes fully within the scope of such court’s jurisdiction, or claims in which either party seeks injunctive or other equitable relief to prevent the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents.

B.     Class Action Waiver.  To the maximum extent allowed by applicable law, you and TMH agree that each may bring claims against the other only in your or its individual capacity, on an individual basis, and that you and TMH each waive any right to pursue claims on a class, collective, non-individual, mass, or consolidated basis or in a representative proceeding. The arbitrator may not join or consolidate more than one person’s claims, and may not otherwise preside over any form of representative, collective, non-individual, mass, or class proceeding. Nothing in these terms should be read to allow class arbitration. Any claim that all or part of this Class Action Waiver is unenforceable, unconscionable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. All other disputes with respect to whether this Dispute Resolution provision and its terms are unenforceable, unconscionable, applicable, valid, void or voidable shall be determined exclusively by an arbitrator, and not by any court.

C.     Pre-Arbitration Notice and Good Faith Negotiations.  You and TMH also agree that each party will notify the other in writing of any Dispute before initiating arbitration, so that we can try to resolve the Dispute informally and individually. Notice by TMH will be sent to you at your last known street and e-mail addresses on file, and notice by you to TMH will be sent by certified mail to TMH at its corporate headquarters in Columbus, Indiana, 5559 Inwood Drive, Columbus, IN 47201, Attn: Legal Department. The notice of Dispute must be specific and individual to you and include your name, street address, telephone number, and e-mail address used for access to the Website Services, as well as a brief description of the Dispute, the amount of money (if any) at issue, and the specific relief sought. The notice must be signed and include your handwritten signature or the handwritten signature of a TMH employee, as applicable, depending on which party is initiating the Dispute. You and TMH then agree to negotiate personally, individually, and in good faith to try to resolve the Dispute. If and only if we cannot resolve the Dispute within thirty (30) days after the notice is received, then either party may commence an arbitration proceeding with a written demand for arbitration. Any limitations period will be tolled from the date the Dispute is noticed to the other side until the expiration of this thirty (30)-day period. Compliance with this Pre-Arbitration Notice provision is a condition precedent and requirement for initiating any arbitration proceedings.

D.     Arbitration Procedures.  To make arbitration as cost-efficient for the parties as possible, the parties agree to initiate any arbitration without using an arbitration service TMH or administrator and to instead serve directly on the other party a written arbitration demand setting forth the relevant facts and claims. The demand will be specific and individual to you and include the information and signature set out in the Notice provision above. The delivery addresses for service of the written arbitration demand are the same as set out in the notice paragraph above. The arbitrator will be selected through mutual agreement of the parties, and the arbitrator will be a licensed attorney or a retired judge. The parties may use a mutually agreed-upon arbitrator, and the court will appoint an arbitrator under 9 U.S.C. § 5, if the parties cannot agree. The arbitration will be conducted in Bartholomew County, Indiana; your county of residence; or another mutually agreed location, and the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of arbitration. Any documents exchanged will not be used or shared outside of the arbitration process without the prior written consent of the parties or as required by law. Unless otherwise prohibited by law, all arbitration proceedings will be confidential to TMH and you, and closed to the public and anyone not a party to the proceeding. The arbitrator will have the authority to award monetary damages and other remedies on an individual basis only to the extent available under applicable law and consistent with and subject to the limitations set forth in these Terms and Conditions. Also, to the fullest extent allowed by law, the arbitrator may award declaratory or injunctive relief only in favor of you or TMH and only to the extent necessary to provide the relief warranted by your or TMH’s individual claim. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. Except as modified by these terms, the parties agree to conduct their arbitration pursuant to the JAMS General Arbitration Rules and Procedures, available here.

E.     Arbitration Fees.  The party initiating the arbitration will pay any filing, case initiation, or arbitrator fees, up to the amount that would be required to pursue the same claim in the U.S. District Court for the Southern District of Indiana. For individual damages claims with less than $25,000 at issue, TMH will pay the additional, reasonable fees and costs of arbitration. For claims with more than $25,000 at issue, or where a party seeks injunctive or declaratory relief, the parties will share the fees and costs of arbitration equally. The parties’ good faith negotiation of reasonable fees with the arbitration TMH is authorized as needed. If the arbitrator determines that your or our claim(s) are frivolous, the party bringing the frivolous claim(s) will reimburse TMH the other party for any amounts that other party paid for the arbitration.

F.     Federal Arbitration Act.  These Terms and Conditions affect interstate commerce, and the interpretation and enforceability of this Dispute Resolution provision will be substantively, procedurally, and exclusively governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1, et seq., to the maximum extent permitted by applicable law, except as modified by these Terms and Conditions.

G.     Forum Selection.  For any dispute not subject to arbitration, you and TMH agree to proceed in state and federal courts covering Indiana, and you agree to be subject to personal jurisdiction there, waiving any jurisdictional, venue, or inconvenient forum defenses or objections to those courts. If TMH does not enforce any rights under these Terms and Conditions at any point, it will not be deemed a waiver of any provision or right under these Terms and Conditions.  

Any action, claim or dispute you have against us must be filed within one (1) year, unless prohibited by applicable law. The one-year period begins when the claim or notice of dispute first could be filed. If a claim or dispute is not filed within one year, it is permanently barred.

TMH and SELLER shall not be liable for any damages or delays caused by or manner arising from fires, floods, accidents, riots, acts of God, war, governmental interference or embargoes, strikes, labor difficulties, any shortage of labor, fuel, power, materials or supplies, transportation delays, delays in deliveries by vendors or any other cause or causes (whether or not similar in nature to any of these hereinbefore specified) beyond TMH’s or SELLER’s control.

No waiver by TMH of any term or condition set out in these Terms and Conditions shall be deemed a further or continuing waiver of such term or condition, and any failure by TMH to assert a right or provision under these Terms and Conditions shall not constitute a waiver of such right or provision.

If any part of these Terms and Conditions is held invalid or unenforceable, it will be so held to the minimum extent required by law, or removed from the Terms and Conditions, and except as set forth in the Dispute Resolution provision, all other parts of these Terms and Conditions are still valid and enforceable. The parties further agree to replace such invalid or unenforceable provision of these Terms and Conditions with a valid and enforceable provision that will achieve, to the fullest extent possible, the economic, business, and other purposes of such invalid or unenforceable provision.

These are the complete Terms and Conditions constitute the complete and entire agreement between you and TMH pertaining to the subject matter hereof of any transaction between the parties.

TMH may modify these Terms and Conditions at any time, in its sole discretion. You should check this website regularly for updates to these Terms and Conditions. Each time you access, use, or sign in to the Website Services, you signify your acceptance and agreement, without limitation or qualification, to be bound by the then current Terms and Conditions. Modifications take effect as soon as they are posted to the Website Services, delivered to you, or reasonably made available to you by TMH. 

For all questions about these Terms and Conditions, please contact us at: Attn: Legal Department, Toyota Material Handling, Inc., 5559 Inwood Drive, Columbus, IN 47201.