User Agreement - Disclaimer
Terms and Conditions of Use
Thank you for visiting the Sugatsune America, Inc. (“Sugatsune”) website at www.sugatsune.com (the “Website”). Please read the following Terms and Conditions of Use (“Terms”) before accessing or using this Website. By accessing and/or using this Website you, the visitor to this Website (“you” or “your”) acknowledge that you have read and understood these Terms and that you agree to be bound by them. It is a violation of these Terms for you to use the Website in violation of any applicable laws and regulations or in violation of the rules of any of Sugatsune’s service providers. If you do not understand and/or accept these Terms you should not access and/or use this website.
Modifications: Please note that Sugatsune reserves the right, in its sole discretion, to modify, revise, or change these Terms at any time and without prior notice to you; therefore, you should review these Terms periodically to ensure your compliance. Modifications will be posted on the Website and the “Last Updated” date at the top of this webpage will be revised. You understand and agree that if you use this Website after the date on which the Terms have changed, Sugatsune will treat your use as acceptance of the updated Terms.
Use of Website Content: Sugatsune authorizes you to use this Website and the materials and information contained herein solely for personal and non-commercial purposes. Using this Website to evaluate whether to enter into a business relationship with Sugatsune shall not constitute a commercial use for the purposes hereof. Subject to your compliance with these Terms, Sugatsune grant you a limited, personal, revocable, non-sublicenseable, non-assignable license to use the materials or information on this Website for your personal, non-commercial use; otherwise, no rights or licenses to the materials or information on this Website are hereby granted to you, and you are prohibited from modifying these materials without Sugatsune’s prior written approval. The use of the materials or information on this Website in a networked environment or on any other Website is prohibited.
Restrictions on Use: This Website is intended for use by persons eighteen (18) years old (or the age of legal majority where you are located) and you represent that you are of sufficient legal age to access and/or use this Website and its contents as well as to create binding legal obligations for any liability you may incur as a result of your use of this Website.
You may not use the Website for any use other than the business purpose for which it was intended. You will not take any of the following actions with respect to the Website or the server hosting the Website nor will you use the Website to upload, post, email, distribute, transmit, link, solicit or otherwise make available any content or use the Website in any manner that: (i) uploads or transmits any unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation, commercial or otherwise; (ii) decompiles, uses reverse engineering, disassembles, derives the source code of or decrypts the Website or server hosting the Website; (iii) manipulates or otherwise displays the Website by using framing, mirroring or similar navigational technology or, except as expressly permitted by Sugatsune or enabled by Sugatsune’s “share” feature, directly links to any portion of the Website other than the main homepage; (iv) uses any robot, spider, scraper or other automatic or manual means to access the Website or copies any content or information on the Website; (v) removes, obscures, or alters any proprietary notices (including any notice of copyright or trademark) of Sugatsune or its affiliates, partners, suppliers or Sugatsune’s licensors; (vi) modifies, adapts, improves, enhances or makes any derivative work from the Website; (vii) disables, overburdens, impairs or otherwise interferes with or interrupts the Website or any hardware, software, system or network connected with the Website; (viii) probes, scans, or tests the vulnerability of or breach the authentication measures of the Website or any related networks or systems; (ix) interferes with any other party’s use and enjoyment of the Website; (x) infringes the copyright, trademark or any proprietary rights or discloses a trade secret or confidential information in violation of a confidentiality or non-disclosure agreement; (xi) compiles, uses, downloads or otherwise copies any user information or any portion thereof, or transmits, provides or otherwise distributes (whether or not for a fee) such information to any third party; (xii) is fraudulent, malicious or unlawful, unauthorized or contains defamatory or illegal information, images, materials or descriptions; (xiii) promotes or provides instructions for illegal activities; (xiv) encourages any conduct that would constitute a criminal offense or that gives rise to civil liability; (xv) disseminates viruses or other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware; (xvi) attempts to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means; or (xvii) accesses systems, data or information not intended by Sugatsune to be made accessible to you. Sugatsune reserves to the right to review any and all links to this Website, and may reject any such links to this Website in its sole discretion, and at any time. Failure to reject a link upon initial posting shall not be a waiver of the right to reject the link at a future time.
Sugatsune discourages you from submitting or posting to this Website any information that you consider to be proprietary or confidential. If you submit any such information Sugatsune will assume that it is not confidential in nature. By submitting any information or materials to this Website, you grant Sugatsune an unrestricted and irrevocable license to display, disseminate, reproduce, modify, transmit or otherwise use such information or materials, and you agree that Sugatsune is free to use any ideas, concepts, techniques, inventions or other information that you submit for any reason.
Intellectual Property: All logos, icons, graphics, insignia, names, marks, phrases, images, designs or similar items contained in this Website may be trade names, trademarks, or service marks (registered or unregistered) of Sugatsune or its subsidiaries, affiliates, business partners or vendors. The unauthorized use of Sugatsune’s trademarks, service marks or logos used on the Website is prohibited, and you are not permitted to copy, reproduce, republish or disseminate any such trademarks, service marks, or logos on this Website without Sugatsune’s prior written approval in each case.
Copyright: Except as otherwise expressly stated, all content appearing on the Website is the copyrighted work of Sugatsune or its third party content suppliers and is protected by U.S. and international copyright laws. The compilation (meaning the collection, arrangement and assembly) of all content is also the exclusive property of Sugatsune and is protected by U.S. and international copyright laws.
You may download information from the Website and print out a hard copy for your personal use provided that you keep intact and do not remove or alter any copyright or other notice (e.g., trademark, patent, etc.) contained in the information. Except as otherwise expressly stated herein, you may not alter, modify, copy, distribute (for compensation or otherwise), transmit, display, perform, reproduce, reuse, post, publish, license, frame, download, store for subsequent use, create derivative works from, transfer, or sell any information or content obtained from these Website, in whole or in part, including any text, images, audio, and video in any manner, without the prior written authorization of Sugatsune or any applicable third party suppliers. The use of content, including images, by you, or anyone else authorized by you, is prohibited unless specifically permitted by Sugatsune. Any unauthorized use of text or images may violate copyright laws, trademark laws, the laws of privacy and publicity, and applicable regulations and statutes. Sugatsune does not warrant or represent that your use of content, Products and Services or any other materials displayed on the Website will not infringe rights of third parties.
DMCA: If you believe that any content on the Website violates or infringes upon your intellectual property rights pursuant to Title 17, United States Code, Section 512(c)(2) (the “Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act” or “DMCA:”), please notify us immediately at firstname.lastname@example.org with reasonably sufficient detail necessary for us to consider and respond to your complaint. We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims. Please send Copyright infringement claim notices to email@example.com.
No Liability For Sugatsune: BY ACCESSING AND/OR USING THE WEBSITE, YOU ACKNOWLEDGE AND AGREE THAT THAT IN NO CIRCUMSTANCES WILL SUGATSUNE ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUBSIDIARIES, CONTRACTORS, LICENSORS, PARTNERS, SUCCESSORS AND/OR ASSIGNS BE LIABLE FOR ANY LOSSES OR DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, COSTS OR EXPENSES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES) THAT MAY ARISE DIRECTLY OR INDIRECTLY IN CONNECTION WITH YOUR ACCESS OR USE OF THIS WEBSITE, ANY CONTENT CONTAINED OR PROVIDED THEREIN, OR ANY CONTENT OTHERWISE PROVIDED TO YOU BY SUGATSUNE, WHETHER OR NOT YOU HAVE PURCHASED OR PROVIDED ANY CONSIDERATION FOR SUCH, REGARDLESS OF WHETHER ANY SUCH LOSSES OR DAMAGES STEM FROM CONTRACT, TORT, STRICT LIABILITY, EQUITABLE CLAIMS, OR OTHERWISE, AND REGARDLESS OF WHETHER ANY SUCH LOSSES OR DAMAGES ARE CAUSED OR CONTRIBUTED, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, TO BY THE ACTIONS (NEGLIGENT OR OTHERWISE) OF SUGATSUNE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUBSIDIARIES, CONTRACTORS, LICENSORS, PARTNERS, SUCCESSORS AND/OR ASSIGNS, EVEN IF SUGATSUNE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SUGATSUNE ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, SUBSIDIARIES, CONTRACTORS, LICENSORS, PARTNERS, SUCCESSORS AND/OR ASSIGNS WILL UNDER NO CIRCUMSTANCES BE LIABLE FOR: (1) ANY CLAIMS, LOSSES OR DAMAGES RESULTING FROM OR RELATING TO ANY LOSS OR DAMAGE TO DATA, SOFTWARE OR HARDWARE ASSOCIATED WITH YOUR USE OF THE WEBSITE, ANY CONTENT CONTAINED OR PROVIDED THEREIN, OR ANY CONTENT OTHERWISE PROVIDED TO YOU BY SUGATSUNE; (2) ANY CLAIMS, LOSSES OR DAMAGES RESULTING FROM OR RELATING TO ANY DELAY OR INABILITY TO ACCESS OR USE THE WEBSITE OR ANY LINKS OR CONNECTIONS THERETO; (3) ANY CLAIMS, LOSSES OR DAMAGES RESULTING FROM OR RELATING TO ANY TRANSMISSION DEFECTS, VIRUSES OR SIMILAR EVENTS; OR (4) ANY CLAIMS, LOSSES OR DAMAGES RESULTING FROM THE UPLOADING OR DOWNLOADING OF ANY MATERIAL OR INFORMATION TO, FROM, OR THROUGH THE WEBSITE.
IF ANY OF THE FOREGOING LIMITATIONS DO NOT APPLY TO YOU OR YOUR SITUATION OR ARE HELD TO BE INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, SUGATSUNE’S MAXIMUM LIABILITY TO YOU WILL BE FIFTY DOLLARS ($50.00). YOU ALSO ACKNOWLEDGE AND AGREE THAT YOU HAVE VIEWED OR USED THE SITE WITH A FULL UNDERSTANDING OF THE LIMITATION OF SUGATSUNE’S LIABILITY IN THESE TERMS.
BY ACCESSING THE WEBSITE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS OF SECTION 1542 OF THE CIVIL CODE OF CALIFORNIA, AND ANY SIMILAR LAW OF ANY STATE OR TERRITORY, WHICH PROVIDES AS FOLLOWS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
Some jurisdictions do not allow exclusions of liability for certain types of damages. Accordingly, some of the above limitations may not apply to you to the extent prohibited by law, including without limitation in New Jersey. In such cases, Sugatsune’s liability will be limited to the fullest extent permitted by applicable law.
No Warranties: SUGATSUNE’S WEBSITE AND THE CONTENT HEREIN OR OTHERWISE PROVIDED TO YOU BY SUGATSUNE ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE”, “WITH ALL FAULTS” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. SUGATSUNE DISCLAIMS ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. SUGATSUNE ALSO DOES NOT MAKE ANY WARRANTIES THAT THIS WEBSITE OR THE INFORMATION CONTAINED HEREIN WILL OPERATE FREE OF ERROR, THAT IT IS FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MATERIAL, OR AS TO ITS ACCURACY, RELIABILITY, CURRENCY, COMPLETENESS OR TIMELINESS. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION BEFORE RELYING ON IT. USE OF THE WEBSITE AND INFORMATION CONTAINED HEREIN IS AT YOUR SOLE RISK.
Indemnity: By accessing and/or using this Website or any content herein, you agree to indemnify, defend, and hold harmless Sugatsune and its officers, directors, employees, agents, affiliates, subsidiaries, contractors, licensors, partners, successors and/or assigns from and against any and all suits, actions, proceedings, judgments, settlements, demands, injuries, liabilities, losses, claims, damages, costs and expenses (including, without limitation, attorneys’ fees) that Sugatsune may become obligated to pay as a result of your access and/or use of this Website, your access and/or use of the content obtained or accessed through the Website or otherwise provided to you by Sugatsune, your violation of any federal, state, or local law, rule, or regulation, your violation of the rights of another, or your breach of these Terms. Sugatsune reserves the right to assume or participate, at your sole expense, in the investigation, settlement and/or exclusive defense of any such claim and you agree to cooperate in Sugatsune’s defense of such matter. This indemnification shall survive any termination of these Terms.
Availability of Products and Services: Due to offers that are limited in time or availability, certain products and services described on the Website may not be available to all users. The Website may provide certain summary descriptions or other helpful information regarding products and services. Sugatsune attempts to be as accurate as possible; however, any such materials are intended to generally describe the products and services and are subject in all respects to the specific terms and conditions of the actual product/service agreement to which they refer. Sugatsune attempts to be as accurate as possible with our product descriptions. However, Sugatsune does not warrant that product descriptions or other content of this site is accurate, complete, reliable, current, or error-free. If a product offered is not as described, your sole remedy is to return it in unused condition. PRICES AND AVAILABILITY OF THE PRODUCTS AND SERVICES LISTED WITHIN AND ON THE WEBSITE ARE SUBJECT TO CHANGE WITHOUT NOTICE. The listing, description of, or reference to, a product or service on the Website does not imply that the product or service is presently available. All orders of products or services are subject to prevailing law, including, as appropriate, export and import regulations and boycotting restrictions, if any, imposed by governing bodies having jurisdiction over such orders, products or services.
No Fiduciary Relationship: Except to the extent set forth in a separate agreement between you and Sugatsune, there is no fiduciary relationship between you and Sugatsune. These Terms do not create any relationship of principal and agent, partnership, joint venture, or employer and employee, between you and Sugatsune. You may not enter into any contract on Sugatsune’s behalf or bind Sugatsune in any way.
Electronic Communications: When you visit the Website or send e-mails to Sugatsune, you are communicating with Sugatsune electronically and you consent to receive communications from Sugatsune electronically. Sugatsune will communicate with you by e-mail or by posting notices on the Website. You agree that all agreements, notices, disclosures and other communications that Sugatsune provides to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by Sugatsune electronically are deemed to be given and received on the date Sugatsune transmits any such electronic communication as described in these Terms.
Miscellaneous: Sugatsune makes no representation that the information in the Website is appropriate or available for use in other locations, and access to the Website from territories where the contents of the Website may be illegal is prohibited. Those who choose to access this Website from other locations do so, on their own initiative and are responsible for compliance with applicable local laws. You agree, that regardless of wherever you are located, that these Terms will be governed by and construed in accordance with the laws of the State of Georgia notwithstanding any conflict of laws, provisions or doctrines of such state or any other jurisdiction to the contrary and you further agree to submit to the jurisdiction of the courts situated in Los Angeles County, California with respect to any claim, cause of action or dispute related to or involving the Website. If any provision of these Terms is found to be invalid by any court of competent jurisdiction, the invalidity of such provision will not affect the validity of the remaining provisions of these Terms, which will remain in full force and effect. No waiver by Sugatsune of any of these Terms will operate as a further or continuing waiver of such term or any other term. Except as expressly provided elsewhere on the Website, these Terms constitute the entire agreement between you and Sugatsune with respect to your use of the Website. Sugatsune may assign these Terms or any part of them without restriction or condition. You may not assign these Term’s without Sugatsune’s prior written consent. Sugatsune’s failure to enforce the strict performance of any provision of these Terms will not constitute a waiver of Sugatsune’s right to subsequently enforce such provision or any other provisions of these Terms. You agree that any claim you may have arising out of or related to your use of the Website, any content you may access or use through the Website or any content otherwise provided to you by Sugatsune, or your relationship with Sugatsune must be filed within one (1) year after such claim arose; otherwise, your claim is permanently barred. You agree that any violation, or threatened violation, by you of these Terms constitutes an unlawful and unfair business practice that will cause Sugatsune irreparable and unquantifiable harm. You also agree that monetary damages would be inadequate for such harm and consent to Sugatsune obtaining any injunctive or equitable relief that Sugatsune deems necessary or appropriate. These remedies are in addition to any other remedies Sugatsune may have at law or in equity.