Terms of Use

Last Modified: June 28, 2021

1. General

1.1. These Terms of Use (these “Terms”) govern your use of this website and other websites, materials, and resources referencing being subject to these Terms (collectively, the “Website”) operated or made available by Kirei USA, LLC (“Kirei” or “We”).

1.2. By using the Website, you are agreeing to abide by these Terms. If you do not accept these Terms, you are not permitted to access or use the Website including any of its Content, as defined below.

1.3. We may change, add, or remove portions of these Terms at any time, which shall become effective immediately upon posting. It is your responsibility to review these Terms prior to each use of the Website and by continuing to use this Website, you agree to these Terms as modified.

1.4. We may change, add, or remove or suspend or terminate your access to the Website or Content in whole or in part at any time and without notice to you or Kirei liability.

2. Ownership and Use of Content

2.1. All materials published on the Website (including, but not limited to news articles, photographs, images, illustrations, audio clips and video clips, text, graphics, blog posts, PDF documents, User Content (as defined below)) (collectively, “Content”) and all intellectual property rights in the Content and the Website are owned, licensed, or controlled by Kirei or, where expressly indicated, the party credited by us as the owner of the Content. You are granted no right, title, or interest in the Website or Content, other than the limited, terminable use rights granted in these Terms and any other rights and interests separately expressly granted to you in writing by Kirei. You shall preserve and abide by all trademark and copyright notices, information, or restrictions contained in Content accessed from the Website.

2.2. You are prohibited from reproducing, distributing, modifying, creating derivative works of, publicly displaying or performing, or republishing Content except as expressly permitted by these Terms or as otherwise expressly agreed in writing by Kirei. You may make reasonable copies of Content for your internal purposes in furtherance of your business relations with Kirei.

3. User Content

3.1. You are solely responsible for the comments, reviews, text, video, audio and photographs, and other content (“User Content”) you submit to the Website. You shall not submit to the Website any libelous, defamatory, obscene, pornographic, abusive, deceptive, harassing, or illegal User Content or any User Content that infringes the rights of third parties.

You agree that you will not threaten or verbally abuse other users of the Website, or deliberately disrupt discussions with repetitive messages, meaningless messages or "spam", attempt to impersonate anyone in using the Website, or engage in conduct that interferes with others’ access and use of the Website. You will not introduce viruses or other harmful material or code to the Website, frame the Website, attempt to gain unauthorized access to the Website, attack the Website via a distributed or other denial-of-service attack or otherwise attempt to interfere with the proper working of the Website.

You agree not to use language or submit other User Content that abuses or discriminates on the basis of race, religion, nationality, gender, sexual preference, age, region, disability, etc. Hate speech of any kind is grounds for immediate and permanent suspension of access to the Website, including the Content.

3.2. Without the express approval of Kirei, you may not distribute or otherwise publish any material containing any solicitation of funds, advertising or solicitation for goods or services through the Website or in a manner that indicates or implies the endorsement of Kirei.

3.3. You acknowledge that the User Content you submit to the Website may be edited, removed, modified, published, transmitted, and displayed by Kirei and you waive any rights you may have in having the material altered or changed in a manner not agreeable to you.

3.4. You grant Kirei a perpetual, nonexclusive, world-wide, royalty free and fully paid, sub-licensable license to User Content you submit to the Website, which includes without limitation the right for Kirei and any third party it designates, to use, copy, transmit, excerpt, publish, distribute, publicly display, publicly perform, create derivative works of, host, index, cache, tag, encode, modify and adapt (including without limitation the right to adapt to streaming, downloading, broadcast, mobile, digital, thumbnail, scanning and other technologies) in any form or media now known or hereinafter developed, any User Content submitted by you on or to the Website.

4. Use of the Website; Registration and Security

4.1. You may not access parts of the Website to which you are not authorized.

4.2. The Website contains links to other third-party World Wide Web Internet sites and resources. Since Kirei is not responsible for the availability of these outside resources, or their contents, you should direct any concerns regarding any external link to such sites and resources.

4.3. In instances where you are able to register and create an account on the Website, as part of the registration or account creation process, you will create login credentials. Each registration is for a single user only. You are not allowed to share your login credentials with anyone else. You are responsible for maintaining the confidentiality of your password and for activity under your account using your credentials.

4.4. Please immediately notify Kirei of any known or suspected unauthorized use(s) of your account, or any known or suspected breach of security, including loss, theft, or unauthorized disclosure of your password or other sensitive information in connection with the Website.

4.5. You must be 18 years or older to register and obtain access to those parts of the Website requiring login.

5. DISCLAIMERS

The Website and its Content are provided for informational purposes only. No Content constitutes legal or professional advice, nor does it or the Website create a partnership between Kirei and you or any other party.

You acknowledge and agree that the Website and the Content are provided on an “as is” and “as available” basis. None of Kirei, any of its members, affiliates or their respective officers, directors, employees or agents (collectively the “Kirei Parties”) guarantees the accuracy, completeness, or usefulness of any of the Website or Content except to the extent expressly agreed in writing by Kirei.

None of the Kirei Parties warrants that the Website will be uninterrupted or error free or that the Website, its server, or any Content available for downloading through the Website are free of computer viruses or other security risks. You expressly agree that use of the Website is at your sole risk. We are not able to monitor all User Content posted on the Website and we assume no liability for User Content.

Kirei does not represent or endorse the accuracy, reliability, or completeness of the Website or any Content, including any advice, opinion, statement, or other information displayed, uploaded, or distributed through the Website whether by us or by any user, information provider or any other person or entity. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information is at your sole risk.

Except pursuant to a separate express writing signed by Kirei, none of the Kirei Parties makes any, and the Kirei Parties hereby specifically disclaim, all representations, endorsements, guarantees, and warranties, express or implied, regarding the Website and Content, including without limitation, implied warranties of title, merchantability, fitness for a particular purpose, and noninfringement of third-party rights. Without limiting the generality of the foregoing, each of the Kirei Parties disclaims all warranties with respect to any results that may be obtained from the use of the Website and Content.

The foregoing does not affect any warranties to the extent they cannot be excluded or limited under applicable law or those expressly made in writing signed by Kirei.

6. Indemnification

You agree to defend, indemnify, and hold harmless Kirei, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Website, including, but not limited to, your use of the Content other than as expressly authorized in these Terms and the User Content you submit to the Website.

7. Limitation of Liability

To the fullest extent provided by law, in no event will Kirei, its affiliates, or their licensors, vendors, employees, agents, officers, or directors be liable under any legal theory, arising out of or in connection with your use, or inability to use, the Website, Content, or User Content, for (i) any indirect, special, incidental, consequential, or punitive damages, including but not limited to, personal injury, pain and suffering, emotional distress, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether or not caused by tort (including our active and passive negligence), breach of contract, or otherwise, even if foreseeable or (ii) an aggregate amount exceeding the lesser of $100 and the amount you have paid to Kirei for access to the Website or Content during the 12 months preceding the date on which the liability first accrued.

You may be in a jurisdiction that limits the enforceability of the above limitations. Accordingly, the foregoing does not affect any liability to the extent that it cannot be excluded or limited under applicable law.

8. Notice of Infringing Content

If you believe User Content or any other Content is infringing your copyright or other intellectual property rights, you may direct such issues to [email protected].

9. Miscellaneous

In the event that any portion of the Terms is held to be invalid or unenforceable, the invalid or unenforceable portion shall be construed in accordance with the applicable law as nearly as possible to reflect the original intentions of the parties and the remainder of these Terms will remain in full force and effect. Kirei’s failure to enforce your strict performance of a provision of these Terms will not constitute a waiver of its right to enforce such provision or any other provision of these Terms with respect to that and any future instance. Neither the course of conduct between the parties nor trade practice will act to modify any provision of the Terms. These Terms will be governed by and construed in accordance with the laws of the State of California, except with regard to its conflicts of law rules. Any litigation or other action relating to the Content, Website or these Terms must be brought in the federal or state courts located in San Diego County in the State of California, and you hereby irrevocably consent to the jurisdiction of such courts, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant jurisdiction. Any cause of action you may have with respect to the Content, Website or these Terms must be commenced within one (1) year after the claim or cause of action arose or be barred.